Spanish Formalities. As regards any legal proceedings relating to this Agreement against any or all of the Borrowers and Guarantors which are Spanish corporations:
(a) a statement as to any amount due to any Finance Party under this Agreement which is certified as being correct by the relevant Finance Party shall, in the absence of manifest error or unless otherwise provided under this Agreement be prima facie evidence of the amount so due and that such amount is in fact due and payable. Such statement shall include the balance resulting from the calculation of the debt (in Spanish: liquidación) made by the relevant Finance Party, as well as the extract of the accounts of credits and debits and those corresponding to the application of interest (if any) which determine the particular balance of the amount due;
(b) the balance of the specific accounts in relation to the Facilities, opened and held by Finance Parties in the relevant Spanish Borrower’s name, in accordance with the terms of the Spanish civil Procedure Law, in which accounts all amounts owed by the Spanish Borrowers shall be debited and all amounts paid by the Spanish Borrowers shall be credited, shall be considered by the parties hereof as determining the amount of debt of the Spanish Borrowers outstanding at the time enforcement action is taken;
(c) the relevant Finance Party shall execute an authentic document (in Spanish: documento fehaciente) evidencing that the calculation of the debt (in Spanish: liquidación) made has been done according to the procedure agreed in this Agreement by the parties;
(d) prior to commencing enforcement actions in connection with this Agreement, to the extent permitted by law, the Agent shall deliver a copy of the relevant statement to the relevant Spanish Borrower or Spanish Guarantor through judicial or notarial means, which shall express the amount due.
Spanish Formalities. For the purpose of art. 571 et seq. of the Spanish Civil Procedural Act, it is hereby agreed that:
(i) the amount due and payable under this Indenture or in the Notes by any Spanish Guarantor that may be claimed in any executive proceedings will be contained in a certificate setting out the relevant calculations and determinations provided by the Paying Agent (on an aggregate basis) or each Holder of Notes and will be based on the accounts maintained by the Paying Agent or that Holder of Notes in connection with this Indenture or the Notes;
(ii) subject to the terms of this Indenture, the Paying Agent and/or each Holder of Notes may (at the cost of the relevant Spanish Guarantor) have the aforementioned certificate notarized evidencing that the calculations and determinations have been effected; and
(iii) the Trustee and/or the Holder of Notes may claim the total amount of the principal and interest due if there is a default in the repayment of any instalment of principal or interest, subject to any of the applicable guarantee limitations established under this Indenture or the Notes. The Spanish Guarantors hereby expressly authorise the Paying Agent (and each Holder of Notes, as appropriate) to request and obtain certificates and documents issued by the Notary who has formalised this Indenture (or any accession deed or amendment thereto) by means of a Spanish Public Document in order to evidence its compliance with the entries of his registry- book and the relevant entry date for the purpose of numbers 4º or 5º (as applicable) of Article 517 of the Spanish Civil Procedural Act. The cost of such certificate and documents will be for the account of the Spanish Guarantors in the manner provided under this Indenture. This Indenture and any accession deed or amendment thereto granted by any acceding Spanish Guarantor shall be raised to the status of public in Spain by means of a Spanish Public Document for the purposes contemplated in Article 517 et seq., of the Spanish Civil Procedural Act and other related provisions. The costs of notarization of this Indenture and any accession deed or amendment thereto granted by any acceding Spanish Guarantor shall be borne by the Issuer or the relevant Spanish Guarantor.
Spanish Formalities. Upon the request of the Administrative Agent or the Collateral Agent, each Credit Party agrees that this Agreement and any other Loan Document to which it is a party (and any amendment to any of the foregoing) shall be formalized, at the sole cost and expense of the Credit Parties, in a Spanish notarial document (escritura publica or poliza intervenidd).
Spanish Formalities. (a) At the reasonable request of the Administrative Agent, upon a Spanish Guarantor becoming a party to this Agreement, this Agreement shall be raised to public by means of the execution of a Spanish Public Document by the Spanish Guarantor and the Administrative Agent for the purposes contemplated in Article 517 et seq. of the Spanish Civil Procedural Act and other related provisions. Such Spanish Public Document will include an authorization in favor of the Administrative Agent, on behalf of each Secured Party, to determine the amounts due and payable under this Agreement, in accordance with this Agreement, that may be claimable in any executive proceeding for the purposes of Articles 571 et seq. of the Spanish Civil Procedural Act.
(b) Each party hereto hereby expressly authorizes the Administrative Agent, on behalf of the Secured Parties, to request and obtain from the Spanish notary before whom this Agreement is raised to the status of a Spanish Public Document any further copy of this notarized Agreement. The relevant Spanish Guarantor shall only bear the cost of the first authorized copy with or without enforcement effects (“primera copia con o sin fuerza ejecutiva”) of such documents.
Spanish Formalities. 233229 SCHEDULES: Schedule 1.01(a) – Commitment Schedule Schedule 1.01(d) – Existing Letters of Credit Schedule 3.13 – Subsidiaries Schedule 3.15 – Labor Disputes Schedule 3.19 – Deposit Accounts and Securities Accounts Schedule 5.10 – Unrestricted Subsidiaries Schedule 5.17 – Post-Closing Matters Schedule 6.01 – Existing Indebtedness Schedule 6.02 – Existing Liens Schedule 6.06 – Existing Investments Schedule 6.07(s) – Dispositions Schedule 9.01 – Lead Borrower’s Website Address for Electronic Delivery; Administrative Agent’s Office EXHIBITS: Exhibit A-1 – Form of Assignment and Assumption Exhibit B-1 – Form of Borrowing Request Exhibit B-2 – Form of Letter of Credit Request Exhibit B-3 – Form of Swingline Loan Request Exhibit C – Form of Compliance Certificate Exhibit D – Form of Interest Election Request Exhibit E – Form of Perfection Certificate Exhibit F – Form of Perfection Certificate Supplement Exhibit G – Form of Promissory Note Exhibit H – [Reserved] Exhibit I – Form of Loan Guaranty Agreement Exhibit J – Form of US Security Agreement Exhibit K-1 – Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit K-2 – Form of U.S. Tax Compliance Certificate (For Foreign Participants That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit K-3 – Form of U.S. Tax Compliance Certificate (For Foreign Participants That Are Partnerships For U.S. Federal Income Tax Purposes) Exhibit K-4 – Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Partnerships For U.S. Federal Income Tax Purposes) Exhibit L – Form of Solvency Certificate Exhibit M – Form of North American Borrowing Base Certificate Exhibit N – Form of Hedge Agreement Designation Notice Exhibit O – Form of ABL Intercreditor Agreement ABL CREDIT AGREEMENT, dated as of August 4, 2017 (as amended pursuant to Amendment No. 1 to ABL Credit Agreement, dated as of March 30, 2018, amended and restated pursuant to Amendment No. 2 to ABL Credit Agreement, dated as of as of June 1, 2021, amended pursuant to Amendment No. 3 to ABL Credit Agreement, dated as of October 7, 2022, and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), by and among Hayward Intermediate, Inc., a Delaware corporation (“Holdings”), Hayward Industries, Inc., a New Jersey corporation (the “US Borrower”), Hayward Pool Products Canada, Inc. / Produits De Piscines ...
Spanish Formalities
