Assignment and Acceptance Agreement. See §18.1.
Assignment and Acceptance Agreement. On and after the Assignment Effective Date, after giving effect to all other assignments being made by Assignor on the Assignment Effective Date, the Commitment of Assignee, and, if this is less than an assignment of all of Assignor’s interest, Assignor, shall be as follows:
Assignment and Acceptance Agreement. An Assignment and Acceptance agreement among a Lender, an Assignee and the Agent, substantially in the form of Exhibit D hereto.
Assignment and Acceptance Agreement an assignment and acceptance agreement substantially in the form of Exhibit A to the Agreement. Availability – at any time, the amount of additional money which Borrowers are entitled to borrow from time to time as Revolving Credit Loans, such amount being the lesser of (a) the difference derived when the sum of the principal amount of Revolving Credit Loans then outstanding (including any amounts which Agent or any Lender may have paid for the account of any Borrower in accordance with any of the Loan Documents and which have not been reimbursed by Borrowers), the LC Exposure (other than the Cash Collateralized LC Exposure), and any Reserves is subtracted from the Borrowing Base and (b) the difference derived when the sum of the principal amount of Revolving Credit Loans then outstanding (including any amounts which Agent or any Lender may have paid for the account of any Borrower in accordance with any of the Loan Documents and which have not been reimbursed by Borrowers), the LC Exposure, and any Reserves is subtracted from the Revolving Credit Maximum Amount.
Assignment and Acceptance Agreement. By executing and delivering an Assignment and Acceptance Agreement, the assigning Lender thereunder and the assignee thereunder (as applicable) shall be deemed to confirm to and agree with each other and the other parties hereto as follows: (i) other than the representation and warranty that it is the legal and beneficial owner of the interest being assigned thereby free and clear of any adverse claim, such assigning Lender makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in or in connection with this Agreement or the Company Guaranty or the execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or the Company Guaranty or any other instrument or document furnished pursuant hereto or thereto; (ii) such assigning Lender makes no representation or warranty and assumes no responsibility with respect to the financial condition of Company or any of its Subsidiaries or the performance or observance by Company or any of its Subsidiaries of any of their respective obligations under this Agreement or the Company Guaranty or any other instrument or document furnished pursuant hereto or thereto; (iii) such assignee confirms that it has received a copy of this Agreement and the Company Guaranty, together with copies of the most recent financial statements delivered pursuant to subsection 5.1 and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into such Assignment and Acceptance Agreement; (iv) such assignee has made, and will continue to make, independently and without reliance upon Administrative Agent, such assigning Lender or any other Lender, and based on such documents and information as it deemed or deems appropriate at the time, its own credit decisions in taking or not taking action under this Agreement; (v) such assignee appoints and authorizes Administrative Agent to take such action as agent, on its behalf and to exercise such powers under this Agreement and the Company Guaranty as are delegated to Administrative Agent, by the terms hereof, together with such powers as are reasonably incidental thereto; and (vi) such assignee agrees that it will perform in accordance with their terms all the obligations which by the terms of this Agreement are required to be performed by it as a Lender.
Assignment and Acceptance Agreement. This ASSIGNMENT AND ACCEPTANCE AGREEMENT (this “Assignment and Acceptance”) dated as of , 20 is made between [ (the “Assignor”) and (the “Assignee”)].
Assignment and Acceptance Agreement an assignment and acceptance agreement in form and content reasonably acceptable to Agent pursuant to which a Lender assigns to another Lender all or any portion of any of such Lender’s Revolving Loan Commitment, as permitted pursuant to the terms of this Agreement. Availability – the amount of additional money which Borrowers are entitled to borrow from time to time as Revolving Credit Loans, such amount being the difference derived when the sum of the principal amount of Revolving Credit Loans then outstanding (including any amounts which Agent or any Lender may have paid for the account of any Borrower pursuant to any of the Loan Documents and which have not been reimbursed by any Borrower), the LC Amount and any reserves is subtracted from the Borrowing Base. If the amount outstanding is equal to or greater than the Borrowing Base, Availability is 0. Bank – Fleet National Bank. Base Rate – the rate of interest announced or quoted by Bank from time to time as its prime rate for commercial loans, whether or not such rate is the lowest rate charged by Bank to its most preferred borrowers; and, if such prime rate for commercial loans is discontinued by Bank as a standard, a comparable reference rate designated by Bank as a substitute therefor shall be the Base Rate. Base Rate Current Asset Revolving Portion – as of any date, the excess, if any, of (x) the amount of the Base Rate Portion over (y) the Base Rate Real Estate Portion. A-3 Base Rate Portion – that portion of the Revolving Credit Loans not subject to a LIBOR Option, including the Base Rate Current Asset Portion and the Base Rate Real Estate Portion. Base Rate Real Estate Portion – as of any date, that part of the Base Rate Portion in an amount equal to the excess, if any, of (x) the amount of the Real Estate Component as of such date over (y) the amount of the LIBOR Real Estate Portion. Borrowing Base – as at any date of determination thereof, an amount equal to the lesser of: (i) the Revolving Credit Maximum Amount; or (ii) an amount equal to the sum of (a) eighty-five percent (85%) of the net amount of Eligible Accounts (other than Eligible Accounts arising from Short Term Projects) outstanding at such date; plus (b) the lesser of One Million Five Hundred Thousand Dollars ($1,500,000) or eighty-five percent (85%) of the next amount of Eligible Accounts arising from Short Term Projects outstanding at such date; plus (c) the lesser of (1) Eleven Million Dollars ($11,000,000) or (2) fifty-five per...
Assignment and Acceptance Agreement. See Section 18.1. Balance Sheet Date. September 30, 2005.
Assignment and Acceptance Agreement an assignment and acceptance agreement in form and content reasonably acceptable to Agent pursuant to which a Lender assigns to another Lender all or any portion of any of such Lender’s Revolving Loan Commitment, as permitted pursuant to the terms of this Agreement. Availability – the amount of additional money which Co-Borrowers are entitled to borrow from time to time as Revolving Credit Loans, such amount being the difference derived when the sum of the principal amount of Revolving Credit Loans then outstanding (including any amounts which Agent or any Lender may have paid for the account of Co-Borrowers pursuant to any of the Loan Documents and which have not been reimbursed by Co-Borrowers), the LC Amount and any reserves, without duplication, is subtracted from the Borrowing Base. If the amount outstanding is equal to or greater than the Borrowing Base, Availability is $0. Bank – Bank of America, N.A. and/or Fleet National Bank. Base Rate – the rate of interest announced or quoted by Bank from time to time as its prime rate for commercial loans, whether or not such rate is the lowest rate charged by Bank to its most preferred borrowers; and, if such prime rate for commercial loans is discontinued by Bank as a standard, a comparable reference rate designated by Bank as a substitute therefor shall be the Base Rate. Base Rate Portion or Base Rate Revolving Portion – that portion of the Revolving Loans that is not subject to a LIBOR Option. Board Change of Control- as defined in the definition of Change of Control. Borrowing Base – as at any date of determination thereof, an amount equal to the lesser of:
Assignment and Acceptance Agreement. The replacement of any Holdout Lender shall be made in accordance with the terms of Section 14.1. Until such time as the Replacement Lenders shall have acquired all of the Obligations, the Commitments, and the other rights and obligations of the Holdout Lender hereunder and under the other Loan Documents, the Holdout Lender shall remain obligated to make the Holdout Lender's Pro Rata Share of Advances and to purchase a participation in each Letter of Credit, in an amount equal to its Pro Rata Share of the Risk Participation Liability of such Letter of Credit.
