BAs Sample Clauses

BAs. (a) To facilitate availment of BA Loans, the Canadian Borrower hereby appoints each Lender as its attorney to sign and endorse on its behalf (in accordance with the Borrowing Request or Interest Election Request relating to a BA Loan pursuant to Section 2.02 or 2.08), in handwriting or by facsimile or mechanical signature as and when deemed necessary by such Lender, blank forms of BAs in the form requested by such Lender. The Canadian Borrower recognizes and agrees that all BAs signed and/or endorsed by a Lender on behalf of the Canadian Borrower shall bind the Canadian Borrower as fully and effectually as if signed in the handwriting of and duly issued by the proper signing officers of the Canadian Borrower. Each Lender is hereby authorized (in accordance with a Borrowing Request or Interest Election Request relating to a BA Loan) to issue such BAs endorsed in blank in such face amounts as may be determined by such Lender; provided, that the aggregate amount thereof is equal to the aggregate amount of BAs required to be accepted and purchased by such Lender. No Lender shall be liable for any damage, loss or other claim arising by reason of any loss or improper use of any such instrument except for the gross negligence or willful misconduct of such Lender or its officers, employees, agents or representatives. Each Lender shall maintain a record, which shall be made available to the Canadian Borrower upon its request, with respect to BAs (i) received by it in blank hereunder, (ii) voided by it for any reason, (iii) accepted and purchased by it hereunder, and (iv) canceled at their respective maturities. On request by the Canadian Borrower, a Lender shall cancel all forms of BAs which have been pre-signed or pre-endorsed on behalf of the Canadian Borrower and that are held by such Lender and are not required to be issued in accordance with the Canadian Borrower’s irrevocable Borrowing Request or Interest Election Request. Alternatively, the Canadian Borrower agrees that, at the request of the Administrative Agent, the Canadian Borrower shall deliver to the Administrative Agent a “depository note” which complies with the requirements of the Depository Bills and Notes Act (Canada), and consents to the deposit of any such depository note in the book-based debt clearance system maintained by the Canadian Depository for Securities.
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BAs. The Stamping Fees payable on account of each BA will be paid in advance at the time of issue of each BA. Stamping Fees are calculated on the basis of the number of days in the term of a BA and a year of 365 days or 366 days, as applicable, on the face amount of the BA.
Sample 1
BAs. It is expressly agreed and understood by the Company and Advisor that OCP will not perform any services in connection with this Agreement that would require OCP, LLC to be registered as a FINRA/SEC registered Broker/Dealer. All such services will be performed exclusively by BAS.
Sample 1
BAs. BAS, on behalf of the several Underwriters, may, in its sole discretion, waive in writing the performance by the Company or the Selling Stockholder of any one or more of the foregoing covenants or extend the time for their performance.
Sample 1
BAs. The Canadian Revolving Borrowers shall pay to the Canadian Lender the Acceptance Fee in Canadian Dollars in advance on the date of issue of each BA. Acceptance Fees shall be calculated on the face amount of each BA issued and based upon the number of days in the term thereof and a year of 365 days. The Canadian Revolving Borrowers authorize and direct the Canadian Lender to deduct from the Discounted Proceeds of BAs purchased by the Canadian Lender for its own account the amount of each such Acceptance Fee upon the issue of each BA.
Sample 1

Related to BAs

  • Fortis Benefits represents that it believes, in good faith, that the Separate Account is a “segregated asset account” and that interests in the Separate Account are offered exclusively through the purchase of or transfer into a “variable contract,” within the meaning of such terms under Section 817(h) of the Code and the regulations thereunder. Fortis Benefits will make every effort to continue to meet such definitional requirements, and it will notify the Fund and Distributor immediately upon having a reasonable basis for believing that such requirements have ceased to be met or that they might not be met in the future.

  • Arrangers Any Affiliate of an Arranger may provide the services of an Arranger for the transactions contemplated hereunder.

  • Arranger KeyBanc Capital Markets or any successors thereto. Assignment and Acceptance Agreement. See §18.1.

  • Other Agents; Arrangers and Managers None of the Lenders or other Persons identified on the facing page or signature pages of this Agreement as a “syndication agent,” “documentation agent,” “co-agent,” “book manager,” “lead manager,” “arranger,” “lead arranger” or “co-arranger” shall have any right, power, obligation, liability, responsibility or duty under this Agreement other than, in the case of such Lenders, those applicable to all Lenders as such. Without limiting the foregoing, none of the Lenders or other Persons so identified shall have or be deemed to have any fiduciary relationship with any Lender. Each Lender acknowledges that it has not relied, and will not rely, on any of the Lenders or other Persons so identified in deciding to enter into this Agreement or in taking or not taking action hereunder.

  • Placement Agents The Purchaser will purchase the Subordinated Note(s) directly from the Company and not from the Placement Agents and understands that neither the Placement Agents nor any other broker or dealer have any obligation to make a market in the Subordinated Notes.

  • BANK OF AMERICA, N A., as Initial Note A-1-1 Holder, as Initial Note A-1-2 Holder, as Initial Note A-1-3 Holder and Initial Note A-1-4 Holder By: /s/ Sxxxxx X. Xxxxxx Name: Sxxxxx X. Xxxxxx Title: Managing Director Fashion Valley Mall - Agreement Between Note Holders JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Initial Note A-2-1 Holder, as Initial Note A-2-2 Holder, as Initial Note A-2-3 Holder and Initial Note A-2-4 Holder By: /s/ Jxxxxxxx Xxxxx Name: Jxxxxxxx Xxxxx Title: Vice President Fashion Valley Mall - Agreement Between Note Holders BANK OF MONTREAL, as Initial Note A-3-1 Holder, as Initial Note A-3-2 Holder, as Initial Note A-3-3 Holder, as Initial Note A-3-4 Holder, as Initial Note A-3-5 Holder and as Initial Note A-3-6 Holder By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Authorized Signatory Fashion Valley Mall - Agreement Between Note Holders BARCLAYS CAPITAL REAL ESTATE INC., as Initial Note A-4-1 Holder and Initial Note A-4-2 Holder By: /s/ Axxx Xxxxxx Name: Axxx Xxxxxx Title: Authorized Signatory Fashion Valley Mall - Agreement Between Note Holders EXHIBIT A MORTGAGE LOAN SCHEDULE Description of Mortgage Loan Mortgage Loan Borrower: Fashion Valley Mall, LLC Date of Mortgage Loan: May 25, 2023 Original Principal Amount of Mortgage Loan: $450,000,000 Principal Amount of Mortgage Loan as of the date hereof: $450,000,000 Date of All Promissory Notes: May 25, 2023 Promissory Note A-1-1 Principal Balance: $60,000,000.00 Promissory Note A-1-2 Principal Balance: $45,000,000.00 Promissory Note A-1-3 Principal Balance: $25,000,000.00 Promissory Note A-1-4 Principal Balance: $20,000,000.00 Promissory Note A-2-1 Principal Balance: $35,000,000.00 Promissory Note A-2-2 Principal Balance: $30,000,000.00 Promissory Note A-2-3 Principal Balance: $25,000,000.00 Promissory Note A-2-4 Principal Balance: $10,000,000.00 Promissory Note A-3-1 Principal Balance: $22,500,000.00 Promissory Note A-3-2 Principal Balance: $20,000,000.00 Promissory Note A-3-3 Principal Balance: $17,500,000.00 Promissory Note A-3-4 Principal Balance: $15,000,000.00 Promissory Note A-3-5 Principal Balance: $12,500,000.00 Promissory Note A-3-6 Principal Balance: $12,500,000.00 Promissory Note A-4-1 Principal Balance: $50,000,000.00 Promissory Note A-4-2 Principal Balance: $50,000,000.00 Location of Mortgaged Property: 7000 Xxxxxx Xxxx, Xxx Xxxxx, XX 00000 Maturity Date: June 1, 2023 EXHIBIT B

  • Lead Hand Employee who performs hands-on work in a group or small section of a department (usually four or fewer employees) and directs work assignments and is responsible for its completion. Employees providing work direction or supervision must be layered over (i.e. placed at a higher classification than) all employees to whom direction or supervision is provided. The resulting classification will be determined by the classification levels of the applicable job family.

  • Documentation Agent and Syndication Agent Neither the Documentation Agent nor the Syndication Agent shall have any duties or responsibilities hereunder in its capacity as such.

  • Citibank and Affiliates With respect to its Commitment, the Advances made by it and the Note issued to it, Citibank shall have the same rights and powers under this Agreement as any other Lender and may exercise the same as though it were not the Agent; and the term "Lender" or "Lenders" shall, unless otherwise expressly indicated, include Citibank in its individual capacity. Citibank and its Affiliates may accept deposits from, lend money to, act as trustee under indentures of, accept investment banking engagements from and generally engage in any kind of business with, the Borrower, any of its Subsidiaries and any Person who may do business with or own securities of the Borrower or any such Subsidiary, all as if Citibank were not the Agent and without any duty to account therefor to the Lenders.

  • Syndication Agent The Syndication Agent shall not have any duties or responsibilities hereunder in its capacity as such.

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