Borrower and Guarantor. (a) You cannot assign or transfer any of your rights or obligations under this Agreement without our prior written consent.
Borrower and Guarantor. AGREE THAT ANY ACTION TO ENFORCE BORROWER’S OR GUARANTOR’S OBLIGATIONS TO CRESTMARK SHALL BE PROSECUTED EITHER IN THE CIRCUIT COURT OF OAKLAND COUNTY MICHIGAN OR THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF MICHIGAN (UNLESS CRESTMARK, IN ITS SOLE DISCRETION, ELECTS SOME OTHER JURISDICTION), AND BORROWER AND GUARANTOR SUBMIT TO THE JURISDICTION OF ANY SUCH COURT SELECTED BY CRESTMARK. BORROWER AND GUARANTOR WAIVE ANY AND ALL RIGHTS TO CONTEST THE JURISDICTION AND VENUE OF ANY ACTION BROUGHT IN THIS MATTER AND BORROWER AND GUARANTOR MAY BRING ANY ACTION AGAINST CRESTMARK ONLY IN THE CIRCUIT COURT FOR THE COUNTY OF OAKLAND OR THE FEDERAL COURT OR THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF MICHIGAN.
Borrower and Guarantor. (a) The Borrower and the Guarantor hereby confirm and repeat each of the representations and warranties made by it in clause 16.1 (except for paragraph 16.1(e)), 16.2 (except for paragraphs (c), (d), (e) and (f)) and 16.3 of the Facility Agreement (as varied by this deed) with reference to the facts and circumstances subsisting as at the date of this deed.
Borrower and Guarantor. 1.1 A copy of the constitutional documents of the Borrower and the Guarantor.
Borrower and Guarantor jointly and severally, do hereby fully release, acquit, and forever discharge Lender and its officers, directors, managers, attorneys, employees, partners, members and/or shareholders (collectively, the “Released Parties”) from any and all Claims (as defined below). Borrower and Guarantor, jointly and severally, do hereby represent and warrant to Lender that Borrower and Guarantor are the owners and holders of each of the Claims, and Borrower and Guarantor, jointly and severally, are fully authorized to execute and deliver this release without the necessity of obtaining the consent or joinder of any other person. As used in this section, the term “Claims” means any and all claims, actions, causes of action, suits, disputes, controversies, debts, offset rights, defenses to payment, losses, damages, and demands of any nature, known or unknown, whether in contract or in tort, at law or in equity, for money damages, dues, recovery of property, or specific performance or any other redress or recompense that may have accrued or may ever accrue, may have been had, may be now possessed, or may or will be possessed in the future by or on behalf of Borrower and/or Guarantor, whether jointly or severally, against any of the Released Parties, by reason of and arising at any time on or prior to the date of this Agreement, and arising from or out of, this Agreement or any of the Loan Documents/Other Related Documents. The term “Claims” specifically includes, without limitation, claims based (in whole or in part) on the theories of misrepresentation, fraud, duress, tortious interference with contract, tortious interference with business opportunity, usury, lender liability, deceptive trade practices, breach of fiduciary duty, breach of funding commitment, conspiracy, violation of the Racketeer Influenced and Corrupt Organizations Act, intentional or negligent infliction of emotional distress, libel, and slander.
Borrower and Guarantor. ALSO ACKNOWLEDGE THAT IN REVIEWING AND EXECUTING THIS FIRST AMENDMENT THEY HAVE BEEN REPRESENTED BY COUNSEL OF THEIR CHOICE AND THAT THEY HAVE READ AND UNDERSTOOD AND/OR HAS HAD EXPLAINED TO THEM THE SIGNIFICANCE OF ALL OF THE MATTERS SET FORTH HEREIN AND AGREE TO BE BOUND BY THIS FIRST AMENDMENT IN ALL RESPECTS. FURTHER, BORROWER AND GUARANTOR CONFIRM THAT IN DELIVERING THIS FIRST AMENDMENT TO THE LENDER, THEY ARE NOT RELYING ON ANY PROMISE, COMMITMENT, REPRESENTATION OR UNDERSTANDING, EITHER EXPRESS OR IMPLIED, MADE BY OR ON BEHALF OF THE LENDER, NOT EXPRESSLY SET FORTH HEREIN, OR IN THE LOAN AGREEMENT.
Borrower and Guarantor. (a) A copy of the up-to-date co-ordinated articles of association of the Borrower.
Borrower and Guarantor. EURONET WORLDWIDE, INC., as a Borrower and Guarantor By: Name: [•] Title: [•] 141 ADMINISTRATIVE AGENT: BANK OF AMERICA, N.A., as Administrative Agent By: Name: [•] Title: [•] LENDERS: BANK OF AMERICA, N.A., as L/C Issuer, USD Swingline Lender, Alternative Currency Swingline Lender and as a Lender By: Name: [•] Title: [•] 143 XXXXX FARGO BANK, NATIONAL ASSOCIATION By: Name: [•] Title: [•] 144 U.S. BANK NATIONAL ASSOCIATION By: Name: [•] Title: [•] 145 FIFTH THIRD BANK, NATIONAL ASSOCIATION By: Name: [•] Title: [•] 146 KEYBANK NATIONAL ASSOCIATION By: Name: [•] Title: [•] 000 XXXXX XXXX XX XXXXXX By: Name: [•] Title: [•] 148 BARCLAYS BANK PLC By: Name: [•] Title: [•] 149 HSBC BANK USA, NATIONAL ASSOCIATION By: Name: [•] Title: [•] 150 LLOYDS BANK CORPORATE MARKETS PLC By: Name: [•] Title: [•] 000 XXXX XX XXXXXXXX By: Name: [•] Title: [•] 152 BOK FINANCIAL By: Name: [•] Title: [•] 153 KBC BANK N.V., NEW YORK BRANCH By: Name: [•] Title: [•] Schedule 2.01 LENDERS AND COMMITMENTS Lender Revolving Commitment Revolving Commitment Percentages L/C Commitment Bank of America, N.A. $145,000,000 11.600000000% $150,000,000 Xxxxx Fargo Bank, National Association $145,000,000 11.600000000% - U.S. Bank National Association $145,000,000 11.600000000% - Fifth Third Bank, National Association $122,000,000 9.760000000% - KeyBank National Association $122,000,000 9.000000000% - Royal Bank of Canada $122,000,000 9.000000000% - Barclays Bank PLC $85,000,000 6.800000000% - HSBC Bank USA, National Association $85,000,000 6.800000000% - Lloyds Bank Corporate Markets plc $85,000,000 6.000000000% - Bank of Montreal $85,000,000 6.000000000% - BOK Financial $60,000,000 4.000000000% - KBC Bank N.V., New York Branch $49,000,000 3.920000000% TOTAL: $1,250,000,000 100.000000000% $150,000,000
Borrower and Guarantor. (a) Certified copies of the articles of association and bylaws of the relevant company.
Borrower and Guarantor. (a) Certified copies of the constitutional documents of the relevant company;
