Common use of Revolving Credit Loan Advances Clause in Contracts

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Banks shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon timely notice ("Borrowing Notice") to Agent, in writing signed by an authorized representative of the Borrower (the "Authorized Representatives") as set forth on Schedule 3.2 attached hereto, as such Authorized Representatives may be changed from time to time pursuant to a certificate signed by the President or chief financial officer of Borrower and delivered to Agent, (including any such Borrowing Notice by facsimile transmission) or, if a Prime Loan is being requested, such Borrowing Notice may be oral provided it is promptly confirmed in writing signed by an Authorized Representative of the Borrower to Agent, specifying: (1) the desired amount of the new Revolving Credit Loan, (2) the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, the Interest Period, which in no event shall extend beyond the last day of the Term hereof, and (4) the date on which the Revolving Credit Loan proceeds are to be made available to the Borrower, which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which a Revolving Credit Loan being borrowed as a Prime Loan is to be made, and not later than 11:00 a.m. (St. Louis time) on the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon receipt of a Borrowing Notice given to it, the Agent shall notify each Bank by 12:00 noon (St. Louis time) on the date of receipt of such Borrowing Notice by the Agent of the contents thereof and of such Bank's Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrower. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Bank shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.7. Agent shall not be required to make any amount available to Borrower hereunder except to the extent it shall have received such amounts from the Banks as set forth herein, provided, however, that unless the Agent shall have been notified by a Bank prior to the date a Revolving Credit Loan is to be made hereunder that such Bank does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Bank has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Bank and the Agent has made such amount available to the Borrower, the Agent shall be entitled to receive such amount from such Bank forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower and ending on but excluding the date the Agent recovers such amount from the Bank at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day) provided, however, nothing herein shall release such Bank from any obligation or liability to the Borrower on account of such failure to make such amount available. Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (unless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the funds so received from the Banks available to Borrower by wiring or otherwise transferring the proceeds of such Revolving Credit Loan not later than 2:30 p.m. (St. Louis time) on the Business Day specified in said Borrowing Notice in accordance with any instructions for such disbursement received from the Borrower. The Borrower hereby authorizes Agent and Banks to rely on telephonic, telegraphic, telecopy, telex or written instructions of any Person identifying himself or herself as an Authorized Representative for purposes of requesting Revolving Credit Loans or making repayments hereunder, and on any signature which Agent or any of the Banks believes to be genuine, and the Borrower shall be bound thereby in the same manner as if such Person were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Agent and Banks and hold Agent and Banks harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Agent or a Bank, as determined by a court of competent jurisdiction. A Borrowing Notice shall not be required in connection with a Prime Loan pursuant to Section 3.3(c).

Appears in 1 contract

Samples: Credit Agreement (Shaw Group Inc)

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Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Banks Lenders shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon timely notice ("Borrowing Notice") Borrower's application to Agent, Administrative Agent in writing signed by an the authorized representative of the Borrower and received by Administrative Agent not later than 11:00 a.m. (St. Louis time) three (3) Business Days prior to the "Authorized Representatives") as set forth date on Schedule 3.2 attached hereto, as which such Authorized Representatives may be changed from time to time pursuant to a certificate signed by the President or chief financial officer of Borrower and delivered to Agent, (including any such Borrowing Notice by facsimile transmission) or, if a Prime Revolving Credit Loan is being requested, such Borrowing Notice may be oral provided it is promptly confirmed in writing signed by an Authorized Representative of the Borrower to Agentborrowed, specifying: (1i) if the proceeds of the Revolving Credit Loan will be used to finance an Acceptable Acquisition, (A) the target business to be acquired by Borrower in an Acceptable Acquisition with the proceeds of such Revolving Credit Loan (which business must be in a similar line of business to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower or any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C) the desired amount of the new Revolving Credit Loan, (2) which shall not exceed the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, cash purchase price for the Interest Period, which in no event shall extend beyond the last day of the Term hereoftarget business, and (4D) the date on which the Revolving Credit Loan proceeds are to be made available to the Borrower, which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 11:00 a.m. , and (St. Louis timeii) on if the Business Day on which a proceeds of the Revolving Credit Loan being borrowed as a Prime Loan is will be used for any purpose permitted by this Agreement other than to be madefinance an Acceptable Acquisition, and not later than 11:00 a.m. (St. Louis timeA) on the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon receipt of a Borrowing Notice given to it, the Agent shall notify each Bank by 12:00 noon (St. Louis time) on the date of receipt of such Borrowing Notice by the Agent desired amount of the contents thereof and of such Bank's Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrower. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Bank shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.7. Agent shall not be required to make any amount available to Borrower hereunder except to the extent it shall have received such amounts from the Banks as set forth herein, provided, however, that unless the Agent shall have been notified by a Bank prior to the date a Revolving Credit Loan is to be made hereunder that such Bank does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Bank has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Bank and the Agent has made such amount available to the Borrower, the Agent shall be entitled to receive such amount from such Bank forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower and ending on but excluding the date the Agent recovers such amount from the Bank at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day) provided, however, nothing herein shall release such Bank from any obligation or liability to the Borrower on account of such failure to make such amount available. Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (unless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the funds so received from the Banks available to Borrower by wiring or otherwise transferring the proceeds of such Revolving Credit Loan not later than 2:30 p.m. (St. Louis time) on the Business Day specified in said Borrowing Notice in accordance with any instructions for such disbursement received from the Borrower. The Borrower hereby authorizes Agent and Banks to rely on telephonic, telegraphic, telecopy, telex or written instructions of any Person identifying himself or herself as an Authorized Representative for purposes of requesting Revolving Credit Loans or making repayments hereunder, and on any signature which Agent or any of the Banks believes to be genuine, and the Borrower shall be bound thereby in the same manner as if such Person were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Agent and Banks and hold Agent and Banks harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Agent or a Bank, as determined by a court of competent jurisdiction. A Borrowing Notice shall not be required in connection with a Prime Loan pursuant to Section 3.3(c).Revolving

Appears in 1 contract

Samples: Credit Agreement (Staffmark Inc)

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Banks Lenders shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon timely notice ("Borrowing Notice") to Agent, in writing signed by an the authorized representative of the Borrower (the "Authorized Representatives") as set forth on Schedule 3.2 attached hereto, as such Authorized Representatives may be changed from time to time pursuant to a certificate signed by the President or chief financial officer of Borrower and delivered to Agent, (including any such Borrowing Notice notice by facsimile transmission) or, if a Prime Loan is being requested, such Borrowing Notice may be oral provided it is promptly confirmed in writing signed by an Authorized Representative the authorized representative of the Borrower to Agent, specifying: (1) the desired amount of the new Revolving Credit Loan, (2) the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, the Interest Period, which in no event shall extend beyond the last day of the Term hereof, and (4) the date on which the Revolving Credit Loan proceeds are to be made available to the Borrower, which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which a Revolving Credit Loan being borrowed as a Prime Loan is to be made, and not later than 11:00 a.m. (St. Louis time) on the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon receipt of a Borrowing Notice given to it, the Agent shall notify each Bank Lender by 12:00 noon (St. Louis time) on the date of receipt of such Borrowing Notice by the Agent of the contents thereof and of such BankLender's Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrower. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Bank Lender shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.7. Agent shall not be required to make any amount available to Borrower hereunder except to the extent it shall have received such amounts from the Banks Lenders as set forth herein, provided, however, that unless the Agent shall have been notified by a Bank Lender prior to the date a Revolving Credit Loan is to be made hereunder that such Bank Lender does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Bank Lender has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Bank Lender and the Agent has made such amount available to the Borrower, the Agent shall be entitled to receive such amount from such Bank Lender forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower and ending on but excluding the date the Agent recovers such amount from the Bank Lender at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day) provided, however, nothing herein shall release such Bank from any obligation or liability to the Borrower on account of such failure to make such amount available). Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (unless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the funds so received from the Banks available to Borrower by wiring or otherwise transferring the proceeds of such Revolving Credit Loan not later than 2:30 p.m. (St. Louis time) on the Business Day specified in said Borrowing Notice in accordance with any instructions for such disbursement received from the Borrower. The Borrower hereby authorizes Agent and Banks to rely on telephonic, telegraphic, telecopy, telex or written instructions of any Person identifying himself or herself as an Authorized Representative for purposes of requesting Revolving Credit Loans or making repayments hereunder, and on any signature which Agent or any of the Banks believes to be genuine, and the Borrower shall be bound thereby in the same manner as if such Person were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Agent and Banks and hold Agent and Banks harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Agent or a Bank, as determined by a court of competent jurisdiction. A Borrowing Notice shall not be required in connection with a Prime Loan pursuant to Section 3.3(c).,

Appears in 1 contract

Samples: Credit Agreement (Staffmark Inc)

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Banks Lenders shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon timely notice ("Borrowing Notice") Borrower's application to Agent, Administrative Agent in writing signed by an the authorized representative of the Borrower and received by Administrative Agent not later than 11:00 a.m. (St. Louis time) on the "Authorized Representatives") as set forth Business Day on Schedule 3.2 attached hereto, as which such Authorized Representatives may be changed from time to time pursuant to a certificate signed by the President or chief financial officer of Borrower and delivered to Agent, (including any such Borrowing Notice by facsimile transmission) or, if a Prime Revolving Credit Loan is being requestedborrowed if such Loan is a Base Rate Loan, or 11:00 a.m. (St. Louis time) three (3) Business Days prior to the date on which such Borrowing Notice may be oral provided it Revolving Credit Loan is promptly confirmed in writing signed by an Authorized Representative of the Borrower to Agentbeing borrowed if such Loan is a LIBOR Loan, specifying: (1i) if the proceeds of the Revolving Credit Loan will be used to finance an Acceptable Acquisition, (A) the target business to be acquired by Borrower in an Acceptable Acquisition with the proceeds of such Revolving Credit Loan (which business must be in a similar line of business to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower or any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C) the desired amount of the new Revolving Credit Loan, (2) which shall not exceed the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, cash purchase price for the Interest Period, which in no event shall extend beyond the last day of the Term hereoftarget business, and (4D) the date on which the Revolving Credit Loan proceeds are to be made available to the Borrower, which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which a Revolving Credit Loan being borrowed as a Prime Loan is to be made, and not later than 11:00 a.m. (St. Louis timeii) on the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon receipt of a Borrowing Notice given to it, the Agent shall notify each Bank by 12:00 noon (St. Louis time) on the date of receipt of such Borrowing Notice by the Agent of the contents thereof and of such Bank's Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrower. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Bank shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.7. Agent shall not be required to make any amount available to Borrower hereunder except to the extent it shall have received such amounts from the Banks as set forth herein, provided, however, that unless the Agent shall have been notified by a Bank prior to the date a Revolving Credit Loan is to be made hereunder that such Bank does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Bank has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Bank and the Agent has made such amount available to the Borrower, the Agent shall be entitled to receive such amount from such Bank forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower and ending on but excluding the date the Agent recovers such amount from the Bank at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day) provided, however, nothing herein shall release such Bank from any obligation or liability to the Borrower on account of such failure to make such amount available. Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (unless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the funds so received from the Banks available to Borrower by wiring or otherwise transferring the proceeds of such Revolving Credit Loan not later than 2:30 p.m. (St. Louis time) on the Business Day specified in said Borrowing Notice in accordance with any instructions for such disbursement received from the Borrower. The Borrower hereby authorizes Agent and Banks to rely on telephonic, telegraphic, telecopy, telex or written instructions of any Person identifying himself or herself as an Authorized Representative for purposes of requesting Revolving Credit Loans or making repayments hereunder, and on any signature which Agent or any of the Banks believes to be genuine, and the Borrower shall be bound thereby in the same manner as if such Person were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Agent and Banks and hold Agent and Banks harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Agent or a Bank, as determined by a court of competent jurisdiction. A Borrowing Notice shall not be required in connection with a Prime Loan pursuant to Section 3.3(c).the

Appears in 1 contract

Samples: Credit Agreement (Staffmark Inc)

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Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Banks Lenders shall cause the Revolving Credit Loans to be made to the Borrower Borrowers at any time and from time to time during the Term hereof upon timely notice ("a “Borrowing Notice") to Agent, in writing signed by an authorized representative of the Borrower Representative (the "Authorized Representatives") as set forth on Schedule 3.2 attached hereto, as such Authorized Representatives which notice may be changed from time to time pursuant to a certificate signed by the President or chief financial officer of Borrower and delivered to Agent, (including any such Borrowing Notice given by facsimile transmission) or, if a Prime Loan is being requested, or such Borrowing Notice may be oral provided it is promptly confirmed in writing signed by an Authorized Representative of the Borrower Representative to Agent, specifying: (1) the desired amount of the new Revolving Credit Loan, (2) the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, the Interest Period, which in no event shall extend beyond the last day of the Term hereofLoan(s), and (42) the date on which the Revolving Credit Loan proceeds are to be made available to the Borrowerapplicable Borrower(s), which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 11:00 10:00 a.m. (St. Louis time) on the Business Day on which a Revolving Credit Loan being borrowed as a Prime Loan is to be made, and not later than . The Agent shall notify each Lender by 11:00 a.m. (St. Louis time) on the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon date of its receipt of a Borrowing Notice given to it, the Agent shall notify each Bank by 12:00 noon (St. Louis time) on the date of receipt of such Borrowing Notice by the Agent of the contents thereof and of such Bank's Lender’s Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the BorrowerBorrowers. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Bank Lender shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.79.7. Agent shall not be required to make any amount available to Borrower Borrowers hereunder except to the extent it shall have received such amounts from the Banks Lenders as set forth herein, provided, however, that unless the Agent shall have been notified by a Bank Lender prior to the date a Revolving Credit Loan is to be made hereunder that such Bank Lender does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Bank Lender has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower applicable Borrower(s) a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Bank Lender and the Agent has made such amount available to the BorrowerBorrower(s), the Agent shall be entitled to receive such amount from such Bank Lender forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower Borrower(s) and ending on but excluding the date the Agent recovers such amount from the Bank Lender at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day) provided, however, nothing herein shall release such Bank from any obligation or liability to the Borrower on account of such failure to make such amount available). Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (unless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the funds so received from the Banks Lenders available to Borrower the applicable Borrower(s) by wiring or otherwise transferring the proceeds of such Revolving Credit Loan not later than 2:30 3:00 p.m. (St. Louis time) on the Business Day specified in said Borrowing Notice in accordance with any instructions for such disbursement received from such Borrower(s). Each of the Borrower. The Borrower Borrowers hereby authorizes Agent and Banks Lenders to rely on telephonic, telegraphic, telecopy, telex facsimile or written instructions of any Person identifying himself or herself as an Authorized Representative for purposes of requesting a Person authorized to request a Revolving Credit Loans Loan or making repayments to make a repayment hereunder, and on any signature which Agent or any of the Banks Lenders believes to be genuine, and the Borrower Borrowers shall be bound thereby in the same manner as if such Person were actually authorized or such signature were genuine. Borrower Each of the Borrowers also hereby agrees to indemnify Agent and Banks Lenders and hold Agent and Banks Lenders harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Agent or a BankLender, as determined by a court of competent jurisdiction. A Borrowing Notice shall not be required in connection with a Prime Revolving Credit Loan pursuant to Section 3.3(c).

Appears in 1 contract

Samples: Security Agreement (Virbac Corp)

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