THE LOAN AGREEMENT Sample Clauses

THE LOAN AGREEMENT. The Guarantor acknowledges that executed (or conformed) copy of the Loan Agreement and all other documents have been made available to it and it is familiar with the contents thereof.

THE LOAN AGREEMENT. The Primary Servicer shall be responsible, with the Purchaser, for the determination and application of the Eligibility Criteria and the delivery and certification of information relating to the Receivables required to be delivered under the Loan Agreement.

THE LOAN AGREEMENT. The yield on the Loan Agreement, computed without regard to qualified administrative costs incurred by the Authority and paid by the Company, may not exceed the Bond Yield by more than .125%. For this purpose, qualified administrative costs include costs or expenses paid, directly or indirectly, to purchase, carry, sell or retire the Loan Agreement and costs of issuing, carrying, or repaying the Bonds. Although actual payments by the Company with respect to qualified administrative costs, such as, for instance fees paid to the Authority, may be made at any time, for purposes of calculating the yield on the Loan Agreement, a pro rata portion of each payment made by the Company is treated as a reimbursement of reasonable administrative costs, such that the present value of such payments does not exceed the present value of the reasonable administrative costs paid by the Authority, using the yield on the Bonds as the discount rate.

THE LOAN AGREEMENT. Each of the Intermediate Companies has signed the Loan Agreement as a Parent Company Guarantor. Each of the Intermediate Companies has made certain representations and warranties and undertakings in favour of the Lender under the Loan Agreement. Each of the Intermediate Companies represents and warrants in favour of the Lender that, to the best of its knowledge, there is no misstatement of information or omission of information which makes any statement contained in the Loan Agreement false or misleading.

THE LOAN AGREEMENT. (a) Pursuant to Section 9.9(a) of the Loan ------------------ Agreement, the Bank hereby assigns all of its rights and obligations under the Loan Agreement to Successor and, on and after the date of this Agreement, Successor (i) expressly assumes, undertakes and agrees to be liable for the performance of each and every covenant and obligation of the Bank, Transferor and Servicer, mutatis mutandis, and (ii) shall benefit from all rights granted ------- -------- to Transferor, Servicer and the Holder of the Transferor Certificate, under the Loan Agreement. (b) On and after the date of this Agreement, the Bank shall be relieved of its obligations under the Loan Agreement, other than obligations arising under the Loan Agreement prior to the date of this Agreement.

THE LOAN AGREEMENT. (a) The Bank, as Transferor and Servicer, hereby ------------------ assigns all of its rights and obligations under the Loan Agreement to Successor and, on and after the date of this Agreement, Successor expressly assumes, undertakes and agrees to be liable for the performance of each and every covenant and obligation of the Bank, as Transferor and Servicer, mutatis ------- mutandis, under the Loan Agreement. -------- (b) On and after the date of this Agreement, the Bank shall be relieved of its obligations under the Loan Agreement, other than obligations arising under the Loan Agreement prior to the date of this Agreement. (c) Pursuant to Section 7.09(b) of the Loan Agreement, The Sanwa Bank, Limited, New York Branch, as the Majority Investor (as defined in the Loan Agreement), hereby consents to the Bank's assignment of all of the Bank's rights and obligations under the Loan Agreement to Successor. The Sanwa Bank, Limited, New York Branch acknowledges that this Agreement satisfies the requirements of Sections 7.09(b)(i) and (ii) of the Loan Agreement.

THE LOAN AGREEMENT. (a) The Bank, as Transferor and Servicer, hereby assigns all of its rights and obligations under the Loan Agreement to Successor and, on and after the date of this Agreement, Successor expressly assumes, undertakes and agrees to be liable for the performance of each and every covenant and obligation of the Bank, as Transferor and Servicer, mutatis mutandis, under the Loan Agreement. (b) On and after the date of this Agreement, the Bank shall be relieved of its obligations under the Loan Agreement, other than obligations arising under the Loan Agreement prior to the date of this Agreement. (c) Pursuant to Section 7.09(b) of the Loan Agreement, The Sanwa Bank, Limited, New York Branch, as the Majority Investor (as defined in the Loan Agreement), hereby consents to the Bank's assignment of all of the Bank's rights and obligations under the Loan Agreement to Successor. The Sanwa Bank, Limited, New York Branch acknowledges that this Agreement satisfies the requirements of Sections 7.09(b)(i) and (ii) of the Loan Agreement.

THE LOAN AGREEMENT. (a) The Loan Agreement is hereby amended to reflect and to provide that the Lender described therein is Wachovia Bank, National Association, as successor by merger to SouthTrust Bank. (b) The Loan Agreement is hereby amended to add the following provisions, which shall be deemed to be a schedule relating to an additional Loan as contemplated by the first paragraph of the Loan Agreement: The 2005 Term Loan. The Lender hereby agrees to make a term loan (the “2005 Term Loan”) to the Borrowers in the amount of THREE MILLION DOLLARS ($3,000,000.00). The Borrowers’ obligation to repay the 2005 Term Loan to the Lender shall be evidenced by a promissory note (the “2005 Term Loan Note”) of the Borrowers in form acceptable to the Lender dated as of the date of closing and disbursement of the 2005 Term Loan. The 2005 Term Loan shall be payable as to principal and interest at the times and in the amounts provided in the 2005 Term Loan Note. The 2005 Term Loan shall mature, and be payable in full as to principal and interest, on October 14, 2005. There is no revolving feature to the 2005 Term Loan and Borrowers may not reborrow any sums repaid thereunder. (c) The Loan Agreement is hereby amended to revise the following definition to read as follows:

THE LOAN AGREEMENT. (a) The Loan Agreement is hereby amended to revise the following financial covenant to read as follows:

THE LOAN AGREEMENT. 1.1 The Lender agrees to loan to the Borrower the Monies on the date shown in Item 5 of Schedule One (“Commencement Date”), in exchange for the “Borrower’s Promises.” 1.2 The Borrower acknowledges the “Borrower’s Promises” are consideration for the Lender’s Agreement. 1.3 The Lender acknowledges the “Lender’s Agreement” is relied upon by the Borrower.