Special Banks Sample Clauses

Special Banks. Unless the Majority Banks seek indemnification, ------------- payment, or reimbursement under, or invoke the provisions of, Section 4.5, 4.6 or 4.7, if the Borrower is obligated to pay to the Administrative Agent or any Bank any amount under said Sections, the Borrower may, at its option, so long as no Default or Event of Default then exists, (x) subject to Section 4.9 hereof, repay the outstanding Loans in favor of such Bank, which repayment shall be allocated solely to Loans in favor of such Bank, and in the event of such repayment, such Bank shall cease to be a Bank under this Agreement and the Total Commitment hereunder shall be reduced by the amount of the Commitment of such Bank (and the Commitment Percentages of the remaining Banks shall be recalculated accordingly), or (y) replace such Bank with a new Bank reasonably acceptable to the Administrative Agent, and such Bank hereby agrees to be so replaced subject to the following: (a) The obligations of the Borrower hereunder to the Bank to be replaced (including such increased or additional costs incurred from the date of notice to the Borrower of such increase or additional costs through the date such Bank is replaced hereunder) shall be paid in full to such Bank concurrently with such replacement; (b) The replacement Bank shall be a Bank that is not subject to the increased costs arising under such Sections which may have effectuated the Borrower's election to replace any Bank hereunder; (c) Each such replacement Bank shall execute and deliver to the Administrative Agent such documentation reasonably satisfactory to the Administrative Agent pursuant to which such Bank is to be come a party hereto with a Commitment equal to that of the Bank being replaced and shall make a Loan or Loans in the aggregate principal amount equal to the aggregate outstanding principal amount of the Loan or Loans of the Bank being replaced; (d) Upon such execution of such documents referred to in clause (c) and repayment of the amounts referred to in clause (a), the replacement Bank shall be a Bank with a Commitment as specified hereinabove and the Bank being replaced shall cease to be a Bank hereunder, except with respect to indemnification provisions under this Agreement, which shall survive as to such replaced Bank; and (e) The Administrative Agent shall reasonably cooperate in effectuating the replacement of any Bank hereunder, but at no time shall the Administrative Agent be obligated to initiate any such replacement;...
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Related to Special Banks

  • Banks BKB and the other lending institutions listed on Schedule 1 hereto and any other Person who becomes an assignee of any rights and obligations of a Bank pursuant to Section 19.

  • Branches of U.S. Banks (a) Except as otherwise set forth in this Contract, the provisions hereof shall not apply where the custody of the Portfolios assets are maintained in a foreign branch of a banking institution which is a "bank" as defined by Section 2(a)(5) of the Investment Company Act of 1940 meeting the qualification set forth in Section 26(a) of said Act. The appointment of any such branch as a sub-custodian shall be governed by paragraph 1 of this Contract. (b) Cash held for each Portfolio of the Fund in the United Kingdom shall be maintained in an interest bearing account established for the Fund with the Custodian's London branch, which account shall be subject to the direction of the Custodian, State Street London Ltd. or both.

  • Depository Banks Each Loan Party and each Subsidiary will maintain the Administrative Agent as its principal depository bank, including for the maintenance of operating, administrative, cash management, collection activity, and other deposit accounts for the conduct of its business.

  • Non-Reliance on Administrative Agent and Other Banks Each Bank expressly acknowledges that neither the Agents nor any of their respective officers, directors, employees, agents, attorneys-in-fact or Affiliates have made any representations or warranties to it and that no act by any Agent hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by any Agent to any Bank. Each Bank represents to the Agents that it has, independently and without reliance upon any Agent or any other Bank, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Borrower and made its own decision to make its Loans hereunder and enter into this Agreement. Each Bank also represents that it will, independently and without reliance upon any Agent or any other Bank, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Banks by the Administrative Agent hereunder, the Administrative Agent shall not have any duty or responsibility to provide any Bank with any credit or other information concerning the business, operations, property, condition (financial or otherwise), prospects or creditworthiness of the Borrower that may come into the possession of the Administrative Agent or any of its officers, directors, employees, Administrative Agent, attorneys-in-fact or Affiliates.

  • Bank The Buyer (a) is a national bank or banking institution organized under the laws of any State, territory or the District of Columbia, the business of which is substantially confined to banking and is supervised by the State or territorial banking commission or similar official or is a foreign bank or equivalent institution, and (b) has an audited net worth of at least $25,000,000 as demonstrated in its latest annual financial statements, a copy of which is attached hereto.