ADMINISTRATIVE AGENT AND LENDER. The bank serving as the Administrative Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not the Administrative Agent, and such bank and its Affiliates may accept deposits from, lend money to and generally engage in any kind of business with the Company or any Subsidiary or other Affiliate thereof as if it were not the Administrative Agent hereunder.
ADMINISTRATIVE AGENT AND LENDER. COBANK, ACB, as Administrative Agent and a Lender By: /s/Michael Xxxxxxxant______________ Name: Michael Xxxxxxxxxx Xxxxx: Vice President OTHER LENDERS: AGFIRST FARM CREDIT BANK By: /s/ John W. Xxxxxxxx, Xx. ________ Name: John W. Xxxxxxxx, Xx. Xxxxx: Vice President WELLS FAXXX XANK, N.A. By: /s/ Roger Shxxxxx______________ Name: /s/ Roger Shxxxxx_ Title: Managing Director COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK, B.A. “RABOBANK NEDERLAND”, NEW YORK BRANCH By: /s/ Theodore Xxx_________________ Name: Theodore Xxx Xxxxx: Executive Director By: /s/ Brett Dexxxxx__________________ Name: Brett Dexxxxx_ Title: Executive Director METROPOLITAN LIFE INSURANCE COMPANY By: C. Ray Sxxxx____________________ Name: C. Ray Smitx Xxxxx: Director [Signatures continued from previous page] OTHER Lenders continued: AGSOUTH FARM CREDIT, ACA By: /s/ Pat Calhxxx________________ Name: Pat Calhxxx Xxxxx: Executive Vice President [Signatures continued from previous page] VOTING PARTICIPANTS (pursuant to Section 11.10(d): FARM CREDIT BANK OF TEXAS By: /s/ Chris M. Xxxxxx_________________ Name: Chris M. Xxxxxx Xxxxx: Vice President FARM CREDIT SERVICES OF AMERICA, FLCA By: /s/ Curt A. Xxxxx___________________ Name: Curt A. Xxxxx Xxxxx: Vice President FARM CREDIT WEST, FLCA By: /s/ Ben Madonna____________________ Name:Ben Madonna Xxxxx: Vice President UNITED FCS, FLCA, DBA FCS COMMERCIAL FINANCE GROUP By: /s/ Lisa Casxxxx_____________________ Name: Lisa Casxxxx Xxxxx: Vice President Schedule II TERM LOAN COMMITMENT AMOUNT AS OF THE FUNDING DATE Lender Term Loan Commitment Amount AgSouth Farm Credit, ACA $137,395,348.83 Wells Faxxx Xank, N.A. $34,348,837.21 Coöperatieve Centrale Raiffeisen-BoerenleenBank, B.A. “Rabobank Nederland”, New York Branch $19,627,906.98 Metropolitan Life Insurance Company $19,627,906.98 TERM LOAN COMMITMENT AMOUNT AFTER GIVING EFFECT TO THE FUNDING DATE ASSIGNMENTS AS OF THE FUNDING DATE Lender Term Loan Commitment Amount CoBank, ACB $93,232,558.13 AgFirst Farm Credit Bank $44,162,790.70 Wells Faxxx Xank, N.A. $34,348,837.21 Coöperatieve Centrale Raiffeisen-BoerenleenBank, B.A. “Rabobank Nederland”, New York Branch $19,627,906.98 Metropolitan Life Insurance Company $19,627,906.98 REVOLVING LOAN COMMITMENT AMOUNT Lender Revolving Loan Commitment Amount AgSouth Farm Credit, ACA $5,000,000 Coöperatieve Centrale Raiffeisen-BoerenleenBank, B.A. “Rabobank Nederland”, New York Branch $5,000,000 Metropolitan Life Insurance Company $5,000,000 REVOLVING LOAN COMMIT...
ADMINISTRATIVE AGENT AND LENDER. UMB BANK, N.A., as a Lender and as Administrative Agent By: /s/ Xxxx XxXxxxxxx Name: Xxxx XxXxxxxxx Title: Senior Vice President Contact: UMB Bank, N.A. 0000 X. Xxxxxxxxx Xx., Xxxxx 000 Xxxxxxx, XX 00000 Attn: Xxxx XxXxxxxxx Administrative Agent and Lender Signature Page – Credit Agreement
ADMINISTRATIVE AGENT AND LENDER. COBANK, ACB, as Administrative Agent and a Lender By: /s/Xxxxxxx Tousignant______________ Name: Xxxxxxx Xxxxxxxxxx Title: Vice President OTHER LENDERS: AGFIRST FARM CREDIT BANK By: /s/ Victoria Kovalenko______________ Name: Xxxxxxxx Xxxxxxxxx Title: Vice President XXXXX FARGO BANK, N.A. By: /s/ Xxxxx X. Xxxxxx ________________ Name: Xxxxx X. Xxxxxx Title: Director COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK, B.A. “RABOBANK NEDERLAND”, NEW YORK BRANCH By: /s/ Xxxxxxxx Cox_________________ Name: Xxxxxxxx Xxx Title: Executive Director By: /s/ Xxxxxxx Morrow_______________ Name: Xxxxxxx Xxxxxx Title: Executive Director METROPOLITAN LIFE INSURANCE COMPANY By: /s/ X. Xxxx Duruis_________________ Name: X. Xxxx Duruis
ADMINISTRATIVE AGENT AND LENDER. GE BUSINESS FINANCIAL SERVICES, INC., as Administrative Agent and as a Lender By: /s/Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Authorized Signatory
ADMINISTRATIVE AGENT AND LENDER. CAPITAL ONE, NATIONAL ASSOCIATION, as Administrative Agent and as a Lender By: /s/ Bxxxx Xxxxxxxx Bxxxx Xxxxxxxx, Vice President First Amendment to Credit Agreement – Signature Page SCHEDULE B REVOLVER COMMITMENT Lender Revolver Commitment Capital One, National Association $25,000,000.00 First Amendment to Credit Agreement – Schedule B
ADMINISTRATIVE AGENT AND LENDER. Authorization This Forbearance Agreement and Amendment has been duly authorized, executed and delivered by the Administrative Agent and each of the undersigned Lenders and constitutes the legal, valid and binding obligation of such party enforceable against such party in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law) and an implied covenant of good faith and fair dealing. The undersigned Lenders constitute the Required Lenders and Required Revolving Credit Lenders under the Credit Agreement. Section 14. Governing Law THIS FORBEARANCE AGREEMENT AND AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. Section 15. Notices All communications and notices hereunder shall be made in writing and delivered in the manner as provided in Section 12.1
ADMINISTRATIVE AGENT AND LENDER. BANK OF AMERICA, N.A., individually as Administrative Agent and Lender By: Name: Xxxxxxx X. Xxxxx Title: Senior Vice President STATE OF ILLINOIS § § COUNTY OF XXXX § BEFORE ME, the undersigned authority, on this day personally appeared Xxxxxxx X. Xxxxx, Senior Vice President of Bank of America, N.A., known to me to be the person and officer whose name is subscribed to the foregoing instrument, who acknowledged to me that, being duly authorized so to do, he executed the same for the purposes and consideration therein expressed and in the capacity therein stated as the act and deed of said corporations. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of December, 2012. Notary Public in and for the State of Illinois Printed or Typed Name of Notary [AFFIX NOTARY SEAL] My Commission Expires: (Signatures Continue) BORROWER: BHFS THEATER, LLC, a Delaware limited liability company By: Name: Xxxxxxx X’Xxxxxx Title: President and Chief Executive Officer STATE OF TEXAS § § COUNTY OF DALLAS § BEFORE ME, the undersigned authority, on this day personally appeared Xxxxxxx X’Xxxxxx, President and Chief Executive Officer of BHFS Theater, LLC, a Delaware limited liability company, known to me to be the person and officer whose name is subscribed to the foregoing instrument, who acknowledged to me that, being duly authorized so to do, he executed the same for the purposes and consideration therein expressed and in the capacity therein stated as the act and deed of said company. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of December, 2012. Notary Public in and for the State of Texas Printed or Typed Name of Notary [AFFIX NOTARY SEAL] My Commission Expires: BHFS I, LLC, a Delaware limited liability company By: Name: Xxxxxxx X’Xxxxxx Title: President and Chief Executive Officer STATE OF TEXAS § § COUNTY OF DALLAS § BEFORE ME, the undersigned authority, on this day personally appeared Xxxxxxx X’Xxxxxx, President and Chief Executive Officer of BHFS I, LLC, a Delaware limited liability company, known to me to be the person and officer whose name is subscribed to the foregoing instrument, who acknowledged to me that, being duly authorized so to do, he executed the same for the purposes and consideration therein expressed and in the capacity therein stated as the act and deed of said company. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of December, 2012. Notary Public in and for the State of Texas Printed or Typed Name of Notary [AFFIX NOTARY SEAL] My Commission Expires: (S...
ADMINISTRATIVE AGENT AND LENDER. 9.1. Subject to the terms and conditions of this Article IX, each of the Lenders hereby appoints and authorizes Administrative Agent to enter into each of the Loan Documents to which it is a party for the benefit of the Lenders (other than this Agreement) on its behalf and to take such actions and exercise the powers of the Lenders under the Loan Documents as are delegated to Administrative Agent by the terms of this Article IX, together with all such powers as are reasonably incidental thereto. Administrative Agent shall at all times act in accordance with the Accepted Servicing Practices (as hereinafter defined). Subject to the terms of this Article IX and to the terms of the Loan Documents, Administrative Agent is authorized and empowered to amend, modify, or waive any provisions of this Agreement or the Loan Documents on behalf of the Lenders. The provisions of this Article IX are solely for the benefit of Administrative Agent and the Lenders and Borrower shall not have any rights as a third party beneficiary of any of the provisions hereof. In performing its functions and duties under this Agreement, Administrative Agent shall act solely as agent of the Lenders and does not assume and shall not be deemed to have assumed any obligation toward or relationship of agency or trust with or for the Borrower or any other Person. Administrative Agent may perform any of its duties hereunder, or under the Loan Documents, by or through its agents or employees.
ADMINISTRATIVE AGENT AND LENDER. XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Lender By: /s/ Xxxxxx X. Xxx Xxxx Name: Xxxxxx X. Xxx Xxxx Title: Director Lenders BANK OF AMERICA, N.A., as a Lender By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President Lenders CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxx Name: Xxxxxxx Xxx Title: Vice President Lenders PNC BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President EXHIBIT I TO AMENDMENT NO. 1 [FORM OF] GUARANTEE AGREEMENT dated as of [ ], 20[ ], among XXXX CORPORATION, XXXX CANADA ULC, THE SUBSIDIARIES OF THE COMPANY IDENTIFIED HEREIN and XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent TABLE OF CONTENTS ARTICLE I Definitions SECTION 1.01. Defined Terms 1 SECTION 1.02. Other Defined Terms 1 ARTICLE II Guarantee SECTION 2.01. Guarantee 2 SECTION 2.02. Guarantee of Payment; Continuing Guarantee 3 SECTION 2.03. No Limitations 3 SECTION 2.04. Reinstatement 4 SECTION 2.05. Agreement to Pay; Subrogation 4 SECTION 2.06. Information 5 ARTICLE III Indemnity, Subrogation, Contribution and Subordination SECTION 3.01. Indemnity and Subrogation 5 SECTION 3.02. Contribution and Subrogation 5 SECTION 3.03. Subordination 5 ARTICLE IV Miscellaneous SECTION 4.01. Notices 6 SECTION 4.02. Waivers; Amendment 6 SECTION 4.03. Administrative Agent’s Fees and Expenses; Indemnification 7 SECTION 4.04. Survival 7 SECTION 4.05. Counterparts; Effectiveness; Successors and Assigns 8 SECTION 4.06. Representations and Warranties; Severability 8 SECTION 4.07. Right of Set-Off 8 SECTION 4.08. Governing Law; Jurisdiction; Consent to Service of Process 9 SECTION 4.09. WAIVER OF JURY TRIAL 9 SECTION 4.10. Headings 10 SECTION 4.11. Termination or Release 10 SECTION 4.12. Additional Subsidiaries 10 GUARANTEE AGREEMENT dated as of [ ] (this “Agreement”), among XXXX CORPORATION, a Virginia corporation (the “Company”), XXXX CANADA ULC, an unlimited company amalgamated under the laws of Nova Scotia (the “Canadian Borrower” and, together with the Company, the “Borrowers”), the Subsidiaries from time to time party hereto as Guarantors and XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the “Administrative Agent”). Reference is made to the Credit Agreement dated as of June 24, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrowers, the Lenders and the Issuing Ban...
