Payments Generally; Pro Rata Treatment; Sharing of Set offs 42 SECTION 2.19. Mitigation Obligations; Replacement of Lenders 44 SECTION 2.20. Defaulting Lenders. 45 ARTICLE III REPRESENTATIONS AND WARRANTIES 46 SECTION 3.01. Organization; Powers 46 SECTION 3.02. Authorization; Enforceability 46 SECTION 3.03. Governmental Approvals; No Conflicts 46 SECTION 3.04. Financial Condition; No Material Adverse Change 46 SECTION 3.05. Properties 47 SECTION 3.06. Litigation and Environmental Matters 47 SECTION 3.07. Compliance with Laws and Agreements 47 SECTION 3.08. Investment Company Status 48 SECTION 3.09. Taxes 48 SECTION 3.10. ERISA 48 SECTION 3.11. Disclosure 48 SECTION 3.12. Anti-Corruption Laws, Anti-Money Laundering Laws and Sanctions 48 SECTION 3.13. Affected Financial Institutions 48 SECTION 3.14. Margin Regulations 49 ARTICLE IV CONDITIONS 49 SECTION 4.01. Closing Date 49 SECTION 4.02. Borrowing 51 ARTICLE V AFFIRMATIVE COVENANTS 51 SECTION 5.01. Financial Statements and Other Information 51 SECTION 5.02. Notices of Material Events 52 SECTION 5.03. Existence; Conduct of Business 52 IF " DOCVARIABLE "SWDocIDLocation" 2" = "1" " DOCPROPERTY "SWDocID" ACTIVE 230252376v.1" "" SECTION 5.04. Payment of Obligations 53 SECTION 5.05. Maintenance of Properties; Insurance 53 SECTION 5.06. Books and Records; Inspection Rights 53 SECTION 5.07. Compliance with Laws 53 SECTION 5.08. Use of Proceeds 53 SECTION 5.09. Litigation Report 53 SECTION 5.10. Covenant to Guarantee Obligations 54 ARTICLE VI NEGATIVE COVENANTS 54 SECTION 6.01. Restrictions on Borrowing by Subsidiaries 54 SECTION 6.02. Liens 55 SECTION 6.03. Restrictions on Sale and Lease Back Transactions 56 SECTION 6.04. Fundamental Changes 56 SECTION 6.05. Transactions with Affiliates 56 SECTION 6.06. Acquisitions 56 SECTION 6.07. Interest Coverage Ratio 57 SECTION 6.08. Net Leverage Ratio 57 ARTICLE VII EVENTS OF DEFAULT 57 SECTION 7.01. Events of Default 57 SECTION 7.02. Remedies Upon an Event of Default 59 SECTION 7.03. Application of Payments 60 ARTICLE VIII THE ADMINISTRATIVE AGENT 60 SECTION 8.01. The Administrative Agent 60 SECTION 8.02. Certain ERISA Matters 64 SECTION 8.03. Certain Payments 65 ARTICLE IX MISCELLANEOUS 66 SECTION 9.01. Notices 66
Payments Generally; Pro Rata Treatment; Sharing of Set offs. (a) The Borrower shall make each payment required to be made by it ----- hereunder or under any other Loan Document (whether of principal, interest, fees or reimbursement of LC Disbursements, or of amounts payable under Section 2.15, 2.16 or 2.17, or otherwise) prior to 12:00 noon, New York City time, on the date when due, in immediately available funds, without set-off or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Administrative Agent at its offices at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, except payments to be made directly to the Issuing Bank or Swingline Lender as expressly provided herein and except that payments pursuant to Sections 2.15, 2.16, 2.17 and 9.03 shall be made directly to the Persons entitled thereto and payments pursuant to other Loan Documents shall be made to the Persons specified therein. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment under any Loan Document shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. All payments under each Loan Document shall be made in dollars.
Payments Generally; Pro Rata Treatment; Sharing of Set offs 7275 SECTION 2.18. Mitigation Obligations; Replacement of Lenders 7477 SECTION 2.19. Refinancing Amendments 7577
Payments Generally; Pro Rata Treatment; Sharing of Set offs 37 Section 2.23. Letters of Credit 39 Section 2.24. Increase of Commitments; Additional Lenders 43 Section 2.25. Mitigation of Obligations 45 Section 2.26. Replacement of Lenders 45
Payments Generally; Pro Rata Treatment; Sharing of Set offs 83 SECTION 2.16. Mitigation Obligations; Replacement of Lenders 85 SECTION 2.17. Illegality 86 SECTION 2.18. Incremental Facilities 86 SECTION 2.19. Other Term Loans 91 SECTION 2.20. Extensions of Term Loans 91 SECTION 2.21. Repricing Event 93 ARTICLE III Representations and Warranties SECTION 3.01. Organization; Powers 93 SECTION 3.02. Authorization 94 SECTION 3.03. Enforceability 95 SECTION 3.04. Governmental Approvals 95 SECTION 3.05. Title to Properties; Possession Under Leases 95 SECTION 3.06. Subsidiaries 96 SECTION 3.07. Litigation; Compliance with Laws 96 SECTION 3.08. Federal Reserve Regulations 97 SECTION 3.09. Investment Company Act 97 SECTION 3.10. Use of Proceeds 97 SECTION 3.11. Tax Returns 97 SECTION 3.12. No Material Misstatements 97 SECTION 3.13. Environmental Matters 98 SECTION 3.14. Security Documents 99 SECTION 3.15. Location of Real Property and Leased Premises 99 SECTION 3.16. Solvency 100 SECTION 3.17. No Material Adverse Effect 100 SECTION 3.18. Insurance 100
Payments Generally; Pro Rata Treatment; Sharing of Set offs 39 Section 2.19. Mitigation Obligations; Replacement of Lenders 40 Section 2.20. Separateness 40 ARTICLE III Representations and Warranties 40 Section 3.01. Organization; Powers 41 Section 3.02. Authorization; Enforceability 41 Section 3.03. Governmental Approvals; No Conflicts 42 Section 3.04. Financial Condition; No Material Adverse Change 42 Section 3.05. Litigation and Environmental Matters 43 Section 3.06. Compliance with Laws 43 Section 3.07. Investment and Holding Company Status 43 Section 3.08. Taxes 43 Section 3.09. ERISA 43 Section 3.10. Disclosure 44 Section 3.11. Subsidiaries 44 Section 3.12. Margin Securities 44 ARTICLE IV Conditions 44 Section 4.01. Effective Date 44 Section 4.02. Each Credit Event 46 Section 4.03. Post-Effectiveness Condition 46
Payments Generally; Pro Rata Treatment; Sharing of Set. (a) The Borrower shall make each payment required to be made by it hereunder (whether of principal, interest or fees, or of amounts payable under Sections 2.12, 2.13 or 2.14, or otherwise) prior to 12:00 noon, New York City time, on the date when due, in immediately available funds, without set off or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Administrative Agent at its Principal Office and except that payments pursuant to Sections 2.12, 2.13 or 2.14 and Section 9.03 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment or performance hereunder shall be due on a day that is not a Business Day, the date for payment or performance shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. All payments hereunder shall be made in dollars.
Payments Generally; Pro Rata Treatment; Sharing of Set offs. (a) The Borrower shall make each payment required to be made by it ---- hereunder (whether of principal, interest, or fees, or under Section 2.15, 2.16 or 2.17, or otherwise) prior to 2:00 P.M., New York City time, on the date when due, in immediately available funds, without set-off or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Administrative Agent at its offices at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, except that payments pursuant to Sections 2.15, 2.16, 2.17 and 9.03 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment hereunder shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. All payments hereunder shall be made in dollars.
Payments Generally; Pro Rata Treatment; Sharing of Set offs 37 Section 4.02. Presumption of Payment by the Borrower 38 Section 4.03. Certain Deductions by the Administrative Agent 38 Section 4.04. Disposition of Proceeds 39 ARTICLE V INCREASED COSTS; BREAK FUNDING PAYMENTS; TAXES; ILLEGALITY Section 5.01. Increased Costs 39 Section 5.02. Break Funding Payments 40 Section 5.03. Taxes 40 Section 5.04. Mitigation Obligations; Replacement of Lenders 45 Section 5.05. Illegality 46 ARTICLE VI CONDITIONS PRECEDENT Section 6.01. Effective Date 46 Section 6.02. Additional Conditions 51 ARTICLE VII
Payments Generally; Pro Rata Treatment; Sharing of Set offs Section 2.22. [Intentionally Omitted] Section 2.23. Increase of Commitments; Additional Lenders Section 2.24. Mitigation of Obligations
