Common use of Term Loan Notes Clause in Contracts

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-1 (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.

Appears in 1 contract

Samples: Second Lien Term Loan Credit Agreement (RSC Holdings Inc.)

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Term Loan Notes. (ai) The Parent Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b)Term Lender, in order to evidence such each Closing Date Term Lender’s Initial Closing Date Term Loan, the Parent Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-1 E (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, a “Initial Closing Date Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Closing Date Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable Initial such Closing Date Term Loans made Lender’s Closing Date Term Loan, (or acquired by assignment pursuant to subsection 10.6(b)iii) by such Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or in such other date acceptable to the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note shall be payable as provided in subsection 2.2(capplicable Lender) and (ziv) provide otherwise appropriately completed. If, because any Closing Date Term Lender designates separate Applicable Lending Offices for Base Rate Portions and LIBOR Portions, such Closing Date Term Lender requests that separate promissory notes be executed to evidence separately such Portions, then each such note shall be substantially in the payment form of interest Exhibit E, mutatis mutandis to reflect such division, and shall be (w) payable to such Closing Date Term Lender, (x) in accordance with subsection 3.1.the amount of such Closing Date Term Lender’s Closing Date Term (bii) Each Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b)Lender, in order to evidence such each Incremental Term Lender’s Incremental Date Term Loan, such Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-2 F (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Incremental Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable such Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Lender’s Incremental Term Loan Note shall be Loan, (iii) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing Date and (or iv) otherwise appropriately completed. If, because any Incremental Term Lender designates separate Applicable Lending Offices for Base Rate Portions and LIBOR Portions, such Incremental Term Lender requests that separate Incremental Term Loan Note be executed to evidence separately such Portions, then each such note shall be substantially in the case form of Exhibit F, mutatis mutandis to reflect such division, and shall be (w) payable to such Incremental Term Lender, (x) in the amount of such Incremental Term Lender’s Incremental Term Loan, (y) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing and (z) otherwise appropriately completed. Such notes shall, collectively, constitute an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired Note. (d) Swing Line Notes. Upon request by assignment pursuant to such subsection 10.6(b)the Swing Line Lender, the date of such assignment). Each Incremental Term Loan Note Swing Line Lender’s Swing Line Loans shall be evidenced by a promissory note substantially in the form of Exhibit M (individually, a “Swing Line Note”) which note shall be (i) payable as provided to the Swing Line Lender, (ii) in subsection 2.2(cthe amount of the Swing Line Lender’s Swing Line Loans, (iii) dated the Closing Date (or such other date acceptable to the applicable Lender) and (ziv) provide for the payment of interest in accordance with subsection 3.1otherwise appropriately completed. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.

Appears in 1 contract

Samples: Credit Agreement (Arc Document Solutions, Inc.)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent Tranche A Term Loan made by any each Tranche A --------------- Term Loan Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit A-1 (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial "Tranche A Term Loan Note"), with ------------------- appropriate insertions therein as to payee, date and principal amount, payable to the order of such Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Initial Tranche A Term Loan Note of such Lender. The Tranche B Term Loan made by each Tranche B Term Loan Lender shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired evidenced by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note of the Company, substantially in the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental a "Tranche B Term Loan Note"), with ------------------- appropriate insertions therein as to payee, date and principal amount, payable to the order of such Lender and in a principal amount equal to the unpaid principal Tranche B Term Loan of such Lender. Each Term Loan Lender is hereby authorized to record the date, Type and amount of the applicable Incremental each payment or prepayment of principal of each of its Term Loans made (Loans, each continuation thereof, each conversion of all or acquired by assignment pursuant a portion thereof to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or another Type and, in the case of an Incremental Eurodollar Loans, the length of each Interest Period with respect thereto, on the schedule annexed to and constituting a part of its Term Loan Note issued in connection with Incremental evidencing such Term Loans acquired by assignment pursuant to such subsection 10.6(b(or any continuation thereof), and any such recordation shall constitute prima facie ----- ----- evidence of the date accuracy of the information so recorded; provided that the -------- failure to make any such assignment)recordings or any error in such recordation shall not affect the Company's obligation to repay the Term Loans. Each Incremental Term Loan Note of each Lender shall (a) be payable as provided dated the Effective Date, (b) be stated to mature in accordance with subsection 2.2(c) 2.4 and (zc) provide for the payment of interest in accordance with subsection 3.16.3. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.

Appears in 1 contract

Samples: Credit Agreement (Pameco Corp)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Term Loan Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Term Loan Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Term Loan Lender a promissory note substantially in the form of Exhibit A-1 A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Term Loan Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Term Loan Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note and shall be payable as provided in subsection 2.2(c2.2(b) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees thatThe aggregate Term Loans of all the Term Loan Lenders shall be payable in consecutive quarterly installments up to and including the Term Loan Maturity Date (subject to reduction as provided in subsection 3.4), upon on the request dates and in the principal amounts, subject to adjustment as set forth below, equal to the Administrative Agent by any Lender made on or respective amounts set forth below (together with all accrued interest thereon) opposite the applicable installment dates (or, if less, the aggregate amount of such Term Loans then outstanding): Each March 31, June 30, September 30 and December 31 ending prior to the Incremental Term Loan Borrowing Maturity Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in 0.25% of the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid original aggregate principal amount of the applicable Incremental Term Loans made (or acquired as such amount may be increased by assignment pursuant to subsection 10.6(b)the funding of Delayed Draw Term Loans) by such Lender to the Parent Borrower. Each Incremental Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor all unpaid aggregate principal amounts of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.outstanding Term Loans

Appears in 1 contract

Samples: Credit Agreement (Servicemaster Co)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Term Loan Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Term Loan Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Term Loan Lender a promissory note substantially in the form of Exhibit A-1 A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Term Loan Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Term Loan Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note and shall be payable as provided in subsection 2.2(c2.2(b) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees that, upon The aggregate Term Loans of all the request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or Lenders shall be payable in connection with any assignment pursuant consecutive quarterly installments up to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in including (x) the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Tranche A Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Maturity Date (or in the case of an Incremental Tranche A Term Loans) and, (y) the Tranche B Term Loan Note issued Maturity Date (in connection with Incremental the case of Tranche B Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(cLoans) and (z) provide for the payment Tranche C Term Loan Maturity Date (in the case of Tranche C Term Loans), in each case (subject to reduction as provided in subsection 3.4), on the dates and in the principal amounts, subject to adjustment as set forth below, equal to the respective amounts set forth below (together with all accrued interest in accordance with subsection 3.1. thereon) opposite the applicable installment dates (c) All outstanding or, if less, the aggregate amount of such Term Loans of each then outstanding): Each March 31, June 30, September 30 and December 31 ending prior to the Tranche A Term Loan Maturity Date, Tranche B Term Loan Maturity Date or Tranche BC Term Loan Maturity Date, as applicable 0.25% of the Lenders shall original aggregate principal amount of the Term Loans (as such amount may be due and payable on increased by the applicable funding of Delayed Draw Term Loans) Tranche A Term Loan Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor All unpaid aggregate principal amounts of any outstanding Tranche A Term Loans Tranche B Term Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent Maturity Date All unpaid aggregate principal amounts of any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.outstanding Tranche B Term Loans

Appears in 1 contract

Samples: Credit Agreement (Servicemaster Co)

Term Loan Notes. (ai) The Parent Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b)Term Lender, in order to evidence such each Closing Date Term Lender’s Initial Closing Date Term Loan, the Parent Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-1 E (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, a “Initial Closing Date Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Closing Date Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable Initial such Closing Date Term Loans made Lender’s Closing Date Term Loan, (or acquired by assignment pursuant to subsection 10.6(b)iii) by such Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or such other date acceptable to the applicable Lender) and (iv) otherwise appropriately completed. If, because any Closing Date Term Lender designates separate Applicable Lending Offices for Base Rate Portions and Term SOFR Portions, such Closing Date Term Lender requests that separate promissory notes be executed to evidence separately such Portions, then each such note shall be substantially in the case form of an Initial Exhibit E, mutatis mutandis to reflect such division, and shall be (w) payable to such Closing Date Term Loan Note issued Lender, (x) in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date amount of such assignment). Each Initial Closing Date Term Loan Note shall be payable as provided in subsection 2.2(cLender’s Closing Date Term Loan, (y) dated the Closing Date (or such other date acceptable to the applicable Lender) and (z) provide for the payment of interest in accordance with subsection 3.1otherwise appropriately completed. Such notes shall, collectively, constitute a Closing Date Term Loan Note. (bii) Each Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b)Lender, in order to evidence such each Incremental Term Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-2 F (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Incremental Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable such Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Lender’s Incremental Term Loan Note shall be Loan, (iii) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing Date and (or iv) otherwise appropriately completed. If, because any Incremental Term Lender designates separate Applicable Lending Offices for Base Rate Portions and Term SOFR Portions, such Incremental Term Lender requests that separate Incremental Term Loan Note be executed to evidence separately such Portions, then each such note shall be substantially in the case form of Exhibit F, mutatis mutandis to reflect such division, and shall be (w) payable to such Incremental Term Lender, (x) in the amount of such Incremental Term Lender’s Incremental Term Loan, (y) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing and (z) otherwise appropriately completed. Such notes shall, collectively, constitute an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1Note. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.

Appears in 1 contract

Samples: Credit Agreement (Arc Document Solutions, Inc.)

Term Loan Notes. (ai) The Parent Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b)Term Lender, in order to evidence such each Closing Date Term Lender’s Initial Closing Date Term Loan, the Parent Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-1 E (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, a “Initial Closing Date Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Closing Date Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable Initial such Closing Date Term Loans made Lender’s Closing Date Term Loan, (or acquired by assignment pursuant to subsection 10.6(b)iii) by such Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date or the July 2017 Amendment Effective Date (or such other date acceptable to the applicable Lender) and (iv) otherwise appropriately completed. If, because any Closing Date Term Lender designates separate Applicable Lending Offices for Base Rate Portions and LIBOR Portions, such Closing Date Term Lender requests that separate promissory notes be executed to evidence separately such Portions, then each such note shall be substantially in the case form of an Initial Exhibit E, mutatis mutandis to reflect such division, and shall be (w) payable to such Closing Date Term Loan Note issued Lender, (x) in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date amount of such assignment). Each Initial Closing Date Term Loan Note shall be payable as provided in subsection 2.2(cLender’s Closing Date Term Loan, (y) dated the Closing Date or the July 2017 Amendment Effective Date (or such other date acceptable to the applicable Lender) and (z) provide for the payment of interest in accordance with subsection 3.1otherwise appropriately completed. Such notes shall, collectively, constitute a Closing Date Term Loan Note. (bii) Each Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b)Lender, in order to evidence such each Incremental Term Lender’s Incremental Date Term Loan, such Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-2 F (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Incremental Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable such Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Lender’s Incremental Term Loan Note shall be Loan, (iii) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing Date and (or iv) otherwise appropriately completed. If, because any Incremental Term Lender designates separate Applicable Lending Offices for Base Rate Portions and LIBOR Portions, such Incremental Term Lender requests that separate Incremental Term Loan Note be executed to evidence separately such Portions, then each such note shall be substantially in the case form of Exhibit F, mutatis mutandis to reflect such division, and shall be (w) payable to such Incremental Term Lender, (x) in the amount of such Incremental Term Lender’s Incremental Term Loan, (y) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing and (z) otherwise appropriately completed. Such notes shall, collectively, constitute an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1Note. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.

Appears in 1 contract

Samples: Credit Agreement (Arc Document Solutions, Inc.)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request Pursuant to the Administrative Agent by any Lender made on or prior Existing Loan and Security Agreement, the Borrower has executed and delivered to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order Agent on behalf of each relevant lender under the Existing Loan and Security Agreement a promissory note to evidence such Lender’s Initial lender's Term Loan, Loan made under the Parent Existing Loan and Security Agreement. The Borrower will shall execute and deliver to such Lender the Agent on behalf of each Lender, on the Closing Date, a promissory note dated the Closing Date, substantially in the form of Exhibit A-1 A attached hereto and made a part hereof (eachsuch promissory notes, together with any new notes issued pursuant to Section 13.3 upon the assignment of any portion of any Lender's Term Loans, being hereinafter referred to collectively as amended, supplemented, replaced or otherwise modified from time the "Term Loan Notes" and each of such promissory notes being hereinafter referred to time, individually as a “Initial "Term Loan Note"), with appropriate insertions therein as to payeeevidence such Lender's Term Loans, date and principal amount, payable to such Lender and in a an original principal amount equal to the unpaid outstanding principal amount of such Lender's Term Loans on the Closing Date (after giving effect to the Term Loan to be made by such Lender on the Closing Date) and with other appropriate insertions. Each Term Loan Note issued to a Lender which had made a Term Loan under the Existing Loan and Security Agreement shall replace and supersede the term loan note issued to such Lender under the Existing Loan and Security Agreement. The principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Initial Term Loan Note delivered to the Agent on behalf of each Lender shall be dated the Closing Date stated to mature in thirty-six (36) monthly installments with a final scheduled maturity date on March 1, 2005 (or in twelve (12) monthly installments with a final scheduled maturity date on March 1, 2003 if the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b)Stated Termination Date shall be March 1, the date of such assignment2003). Each Initial of the installments (other than the final installment) of principal on the Term Loan Note Loans to be payable to each Lender shall be in an amount equal to such Lender's Pro Rata Share of $666,666.67 and shall be payable as provided on the first day of each month, commencing on April 1, 2002, and the final installment of principal shall be in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount such Lender's Pro Rata Share of the applicable Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to then remaining principal balance of the Parent Borrower. Each Incremental Term Loan Note Notes and shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For final scheduled maturity date set forth above. Each such installment on any of the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay Term Loans shall be payable to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligorfor the account of the applicable Lender.

Appears in 1 contract

Samples: Loan and Security Agreement (Sweetheart Holdings Inc \De\)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Closing Date (in the case of requests relating to the Tranche B Term Loans) or the First Incremental Amendment Closing Date (in the case of requests relating to the Tranche B-1 Term Loans) or the Amendment No. 2 Effective Date (in the case of requests relating to the Tranche B-2 Term Loans) or in connection with any assignment pursuant to subsection 10.6(bSection 11.6(b), in order to evidence such Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-1 A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(bSection 11.6(b)) by such Lender to the Parent Borrower. Each Initial Term Loan Note in respect of Tranche B Term Loans shall be dated the Closing Date (or in the case of an Initial Date. Each Term Loan Note issued in connection with Initial respect of Tranche B-1 Term Loans acquired by assignment pursuant to subsection 10.6(b), shall be dated the date of such assignment)First Incremental Amendment Closing Date. Each Initial Term Loan Note in respect of Tranche B-2 Term Loans shall be dated the Amendment No. 2 Effective Date. Each Term Loan Note shall be payable as provided in subsection 2.2(cSection 2.6(b), (c) or (cd), as applicable, and (z) provide for the payment of interest in accordance with subsection 3.1Section 4.1. (b) Each Borrower agrees thatThe aggregate Tranche B Term Loans (including any New Term Loans) of all the Lenders shall be payable in consecutive quarterly installments up to and including the Termination Date (subject to reduction as provided in Section 4.4), upon on the request dates set forth below and in the principal amounts equal to the Administrative Agent by any Lender made respective amounts set forth below (together with all accrued interest thereon) opposite the applicable installment dates (or, if less, the aggregate amount of such Tranche B Term Loans then outstanding): Each March 31, June 30, September 30 and December 31 occurring on or after June 30, 2011 and prior to the Incremental Term Loan Borrowing Termination Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in 0.25% of the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid original aggregate principal amount of the applicable Incremental Tranche B Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Termination Date all unpaid aggregate principal amounts of any outstanding Tranche B Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1.Loans (c) All outstanding The aggregate Tranche B-1 Term Loans of each of all the Lenders shall be due payable in consecutive quarterly installments up to and payable including the Termination Date (subject to reduction as provided in Section 4.4), on the dates set forth below and in the principal amounts equal to the respective amounts set forth below (together with all accrued interest thereon) opposite the applicable Maturity installment dates (or, if less, the aggregate amount of such Tranche B-1 Term Loans then outstanding): Each March 31, June 30, September 30 and December 31 occurring on or after the end of the first full fiscal quarter following the First Incremental Amendment Closing Date therefor.and prior to the Termination Date 0.25% of the original aggregate principal amount of the Tranche B-1 Term Loans Termination Date All unpaid aggregate principal amounts of any outstanding Tranche B-1 Term Loans (d) For The aggregate Tranche B-2 Term Loans of all the avoidance Lenders shall be payable in consecutive quarterly installments up to and including the Termination Date (subject to reduction as provided in Section 4.4), on the dates set forth below and in the principal amounts equal to the respective amounts set forth below (together with all accrued interest thereon) opposite the applicable installment dates (or, if less, the aggregate amount of doubt it is acknowledged such Tranche B-2 Term Loans then outstanding): Each March 31, June 30, September 30 and agreed by December 31 occurring on or after June 30, 2013 and prior to the parties hereto, that RSC, as co-obligor Termination Date 0.25% of the original aggregate principal amount of the Tranche B-2 Term Loans Termination Date all unpaid aggregate principal amounts of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.outstanding Tranche B-2 Term Loans

Appears in 1 contract

Samples: Credit Agreement (Hertz Global Holdings Inc)

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Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s 's Initial Term Loan, the Parent Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-1 (each, as amended, supplemented, replaced or otherwise modified from time to time, a "Initial Term Loan Note"), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s 's Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an "Incremental Term Loan Note"), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.

Appears in 1 contract

Samples: Second Lien Term Loan Credit Agreement (RSC Holdings Inc.)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Term Loan Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Term Loan Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Term Loan Lender a promissory note substantially in the form of Exhibit A-1 A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Term Loan Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Term Loan Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment). Each Initial Term Loan Note and shall be payable as provided in subsection 2.2(c2.2(b) and (z) provide for the payment of interest in accordance with subsection 3.1. (b) Each Borrower agrees thatThe aggregate Term Loans of all the Term Loan Lenders shall be payable in consecutive quarterly installments up to and including (x) the Tranche A Term Loan Maturity Date (in the case of Tranche A Term Loans) and (y) the Tranche B Term Loan Maturity Date (in the case of Tranche B Term Loans), upon in each case (subject to reduction as provided in subsection 3.4), on the request dates and in the principal amounts, subject to adjustment as set forth below, equal to the Administrative Agent by any Lender made on or respective amounts set forth below (together with all accrued interest thereon) opposite the applicable installment dates (or, if less, the aggregate amount of such Term Loans then outstanding): Each March 31, June 30, September 30 and December 31 ending prior to the Incremental Tranche A Term Loan Borrowing Maturity Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Tranche B Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-2 (eachLoan Maturity Date, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to applicable 0.25% of the unpaid original aggregate principal amount of the applicable Incremental Term Loans made (or acquired as such amount may be increased by assignment pursuant to subsection 10.6(b)the funding of Delayed Draw Term Loans) by such Lender to the Parent Borrower. Each Incremental Tranche A Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor allAll unpaid aggregate principal amounts of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.outstanding Tranche A Term Loans

Appears in 1 contract

Samples: Credit Agreement (Servicemaster Co)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(bSection 11.6(b), in order to evidence such Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-1 A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(bSection 11.6(b)) by such Lender to the Parent Borrower. Each Initial Term Loan Note in respect of Tranche B Term Loans shall be dated the Closing Date (or in the case of an Initial Term Loan Note issued in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date of such assignment)Date. Each Initial Term Loan Note shall be payable as provided in subsection 2.2(cSection 2.6(b) and (z) provide for the payment of interest in accordance with subsection 3.1Section 4.1. (b) Each Borrower agrees thatThe aggregate Tranche B Term Loans (including any New Term Loans) of all the Lenders shall be payable in consecutive quarterly installments up to and including the Termination Date (subject to reduction as provided in Section 4.4), upon on the request dates set forth below and in the principal amounts equal to the Administrative Agent by any Lender made respective amounts set forth below (together with all accrued interest thereon) opposite the applicable installment dates (or, if less, the aggregate amount of such Tranche B Term Loans then outstanding): Each March 31, June 30, September 30 and December 31 occurring on or after June 30, 2011 and prior to the Incremental Term Loan Borrowing Termination Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in 0.25% of the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid original aggregate principal amount of the applicable Incremental Tranche B Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Termination Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment). Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding all unpaid aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor principal amounts of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.outstanding Tranche B Term Loans

Appears in 1 contract

Samples: Credit Agreement (Hertz Global Holdings Inc)

Term Loan Notes. (ai) The Parent Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b)Term Lender, in order to evidence such each Closing Date Term Lender’s Initial Closing Date Term Loan, the Parent Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-1 E (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, a “Initial Closing Date Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Closing Date Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable Initial such Closing Date Term Loans made Lender’s Closing Date Term Loan, (or acquired by assignment pursuant to subsection 10.6(b)iii) by such Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date or the July 2017 Amendment Effective Date (or such other date acceptable to the applicable Lender) and (iv) otherwise appropriately completed. If, because any Closing Date Term Lender designates separate Applicable Lending Offices for Base Rate Portions and LIBOR Portions, such Closing Date Term Lender requests that separate promissory notes be executed to evidence separately such Portions, then each such note shall be substantially in the case form of an Initial Exhibit E, mutatis mutandis to reflect such division, and shall be (w) payable to such Closing Date Term Loan Note issued Lender, (x) in connection with Initial Term Loans acquired by assignment pursuant to subsection 10.6(b), the date amount of such assignment). Each Initial Closing Date Term Loan Note shall be payable as provided in subsection 2.2(cLender’s Closing Date Term Loan, (y) dated the Closing Date or the July 2017 Amendment Effective Date (or such other date acceptable to the applicable Lender) and (z) provide for the payment of interest in accordance with subsection 3.1otherwise appropriately completed. Such notes shall, collectively, constitute a Closing Date Term Loan Note. (bii) Each Borrower agrees that, upon the Upon request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b)Lender, in order to evidence such each Incremental Term Lender’s Incremental Date Term Loan, such Borrower will execute and deliver to such Lender Loan shall be evidenced by a promissory note substantially in the form of Exhibit A-2 F (each, as amended, supplemented, replaced or otherwise modified from time to timeindividually, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, ) which note shall be (i) payable to such Lender and Incremental Term Lender, (ii) in a principal amount equal to the unpaid principal amount of the applicable such Incremental Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Lender’s Incremental Term Loan Note shall be Loan, (iii) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing Date and (or iv) otherwise appropriately completed. If, because any Incremental Term Lender designates separate Applicable Lending Offices for Base Rate Portions and LIBOR Portions, such Incremental Term Lender requests that separate Incremental Term Loan Note be executed to evidence separately such Portions, then each such note shall be substantially in the case form of Exhibit F, mutatis mutandis to reflect such division, and shall be (w) payable to such Incremental Term Lender, (x) in the amount of such Incremental Term Lender’s Incremental Term Loan, (y) dated the Incremental Effective Date for the applicable Incremental Term Loan Borrowing and (z) otherwise appropriately completed. Such notes shall, collectively, constitute an Incremental Term Loan Note issued in connection with Incremental Term Loans acquired by assignment pursuant to such subsection 10.6(b), the date of such assignment)Note. Each Incremental Term Loan Note shall be payable as provided in subsection 2.2(c) and (z) provide for the payment of interest in accordance with subsection 3.1. (c) All outstanding aggregate Term Loans of each of the Lenders shall be due and payable on the applicable Maturity Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.-70-

Appears in 1 contract

Samples: Credit Agreement (Arc Document Solutions, Inc.)

Term Loan Notes. (a) The Parent Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 10.6(b11.6(b), in order to evidence such Lender’s Initial Term Loan, the Parent Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-1 A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Initial Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Initial Term Loans made (or acquired by assignment pursuant to subsection 10.6(b11.6(b)) by such Term Loan Lender to the Parent Borrower. Each Initial Term Loan Note shall be dated the Closing Date (or or, in the case of an Initial a Delayed Draw Term Loan Note issued in connection with Initial Loan, shall be dated as of the date any such Delayed Draw Term Loans acquired are first made by assignment pursuant to subsection 10.6(b), the date of such assignment)Lender. Each Initial Term Loan Note shall be payable as provided in subsection 2.2(c2.6(b)(i) and (z) provide for the payment of interest in accordance with subsection 3.14.1. (b) Each Borrower agrees that, upon the request to the Administrative Agent by any Lender made on or prior to the Incremental Term Loan Borrowing Date or in connection with any assignment pursuant to subsection 10.6(b), in order to evidence such Lender’s Incremental Term Loan, such Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-2 (each, as amended, supplemented, replaced or otherwise modified from time to time, an “Incremental Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Lender and in a principal amount equal to the unpaid principal amount of the applicable Incremental The aggregate Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Lender to the Parent Borrower. Each Incremental Tranche B Term Loan Note shall be dated the applicable Incremental Term Loan Borrowing Date (or in the case of an Incremental Term Loan Note issued in connection with Incremental Loans, Delayed Draw Term Loans acquired by assignment pursuant to such subsection 10.6(b), and New Term Loans) of all the date of such assignment). Each Incremental Term Loan Note Lenders shall be payable in consecutive quarterly installments up to and including the Termination Date (subject to reduction as provided in subsection 2.2(c4.4), on the dates and in the principal amounts, subject to adjustment as set forth below, equal to the respective amounts set forth below (together with all accrued interest thereon) and opposite the applicable installment dates (z) provide for or, if less, the payment aggregate amount of interest in accordance with subsection 3.1. (c) All outstanding aggregate such Term Loans of each then outstanding): Each March 31, June 30, September 30 and December 31 ending prior to the Termination Date 0.25% of the Lenders shall be due and payable on the applicable Maturity aggregate principal amount of all outstanding Term Loans as of such date Termination Date therefor. (d) For the avoidance of doubt it is acknowledged and agreed by the parties hereto, that RSC, as co-obligor all unpaid aggregate principal amounts of any Loan made to another Borrower, hereby unconditionally promises to pay to the Administrative Agent any amount required to be paid by such Borrower pursuant to subsection 2.2(c) or any other provision to this Agreement. Any reference to a Loan being made hereunder shall be treated as also having been made to RSC as co-obligor.outstanding Term Loans

Appears in 1 contract

Samples: Credit Agreement (Hertz Corp)

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