Exiting Lender Sample Clauses
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Exiting Lender. Each of BMO ▇▇▇▇▇▇ Bank, N.A., The Prudential Insurance Company of America, Prudential Legacy Insurance Company of New Jersey, KeyBank National Association, Sterling National Bank and Allegiance Bank (each, an “Exiting Lender”), hereby sells, assigns, transfers and conveys to the Lenders hereto, and each of the Lenders hereto hereby purchases and accepts, so much of the aggregate Commitments under, and Loans outstanding under, the Existing Credit Agreement such that, after giving effect to this Agreement (a) such Exiting Lender shall (i) be paid in full in cash for all amounts owing under the Existing Credit Agreement as agreed and calculated by such Exiting Lender and the Administrative Agent in accordance with the Existing Credit Agreement, (ii) cease to be a “Lender” under the Existing Credit Agreement and the “Loan Documents” as defined therein and (iii) relinquish its rights (other than those rights applicable to all Lenders which would expressly survive a termination of the Existing Credit Agreement) and be released from its obligations under the Existing Credit Agreement and the other “Loan Documents” as defined therein, and (b) the Commitment of each Lender shall be as set forth on the Commitment Schedule. The foregoing assignments, transfers and conveyances are without recourse to such Exiting Lender and without any warranties whatsoever by the Administrative Agent or such Exiting Lender as to title, enforceability, collectability, documentation or freedom from liens or encumbrances, in whole or in part, other than the warranty of such Exiting Lender that it has not previously sold, transferred, conveyed or encumbered such interests. The Exiting Lender is executing this Agreement for the sole purpose of evidencing its agreement to this Section 9.25 only and for no other purpose and shall have no obligations under this Agreement except as set forth in this Section 9.25.
Exiting Lender. Upon satisfaction of the conditions of effectiveness set forth in Section 3 of this Fifth Amendment, SunTrust Bank shall (a) not (i) be a Lender under the Credit Agreement or (ii) have any rights or obligations with respect to being a Lender, except for those that expressly survive termination of the Credit Agreement or termination of any Commitments thereunder and (b) ▇▇▇▇ its Revolving Loan Note “PAID IN FULL”, and promptly return its Revolving Loan Note to the Borrower.
Exiting Lender. Comerica Bank, UBS AG, Stamford Branch, and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Bank, N.A. (collectively, the “Exiting Lenders” and each individually, the “Exiting Lender”) hereby consents to the amendment and restatement of the Existing Credit Agreement as required under Section 10.01 of the Existing Credit Agreement. Each of the parties hereto hereby agrees and confirms that after giving effect to this Section 10.21, each Exiting Lender’s Commitment shall be $0, its commitments to lend and all obligations under the Existing Credit Agreement shall be terminated, and each Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents (other than in respect of any terms and conditions of the Existing Credit Agreement (including, without limitation, Section 10.04 thereof), which by their terms survive any cancellation of commitments, repayment in full of any obligations or the termination of any existing Loan Document.
Exiting Lender. By its execution of this Amendment, the Exiting Lender hereby (a) consents to this Amendment in its capacity as a “Lender” under the Credit Agreement solely for purposes of Section 11.10 of the Credit Agreement, and (b) acknowledges and agrees to Section 4 and Section 5 of this Amendment. Each of the parties hereto hereby agrees and confirms that after giving effect to Section 4 and Section 5 hereof, including upon receipt by the Exiting Lender of an amount equal to all unpaid principal and interest in respect of outstanding Loans owing to the Exiting Lender under the Credit Agreement and the other Loan Documents, (i) the Exiting Lender shall cease with immediate effect to be a party to, and a Lender under, the Credit Agreement and the other Loan Documents, (ii) the Exiting Lender shall not have any obligations or liabilities under the Credit Agreement with respect to the period from and after the First Amendment Effective Date and, without limiting the foregoing, the Exiting Lender shall not have any Commitments under the Credit Agreement and (iii) the Exiting Lender shall not have any rights under the Credit Agreement or any other Loan Document; provided that the rights under the Credit Agreement expressly stated to survive the assignment of rights by Lenders, the termination of the Credit Agreement or the repayment of amounts outstanding thereunder shall survive for the benefit of the Exiting Lender.
Exiting Lender. Deutsche Bank Trust Company Americas (the “Exiting Lender”) hereby consents to the amendment and restatement of the Existing Credit Agreement as required under Section 10.01 of the Existing Credit Agreement. Each of the parties hereto hereby agrees and confirms that after giving effect to this Section 10.21, the Exiting Lender’s Commitment shall be $0, its commitments to lend and all obligations under the Existing Credit Agreement shall be terminated, and the Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents (other than in respect of any terms and conditions of the Existing Credit Agreement (including, without limitation, Section 10.04 thereof), which by their terms survive any cancellation of commitments, repayment in full of any obligations or the termination of any existing Loan Document.
Exiting Lender. U.S. BANK NATIONAL ASSOCIATION as an Exiting Lender By: Name: Title:
Exiting Lender. CAPITAL ONE BUSINESS CREDIT CORP., as an Exiting Lender By: Name: Title: [Date] $___________________ [Chicago, Illinois] OLYMPIC STEEL, INC., an Ohio corporation (“Olympic Steel”), OLYMPIC STEEL MINNEAPOLIS, INC., a Minnesota corporation (“Olympic Minneapolis”), OLYMPIC STEEL IOWA, INC., an Iowa corporation (“Olympic Iowa”), OLY STEEL NC, INC., a Delaware corporation (“Oly NC”), IS ACQUISITION, INC., an Ohio corporation (“IS Acquisition”), CHICAGO TUBE AND IRON COMPANY, a Delaware corporation (“Chicago Tube and Iron”), B METALS, INC., an Ohio corporation (“B Metals”), MCI, INC., an Ohio corporation (“MCI”), and ACT ACQUISITION, INC., a Texas corporation (“ACT”), SHAQ, INC., a Georgia corporation (“SHAQ”), OS HOLDINGS, INC., an Ohio corporation (“OS Holdings”), METAL-FAB, INC., a Kansas corporation (“Metal-Fab”), METAL W, INC., a Georgia corporation (“Metal W”), and CENTRAL TUBE AND BAR, INC., an Arkansas corporation (“Central Tube”) (Olympic Steel, Olympic Minneapolis, Olympic Iowa, Oly NC, IS Acquisition, Chicago Tube and Iron, B Metals, MCI, ACT, SHAQ, Metal-Fab, Metal W and Central Tube, collectively, “Borrowers”), for value received, hereby unconditionally promise to pay, on a joint and several basis, to ____________________________ (“Tranche A Revolver Lender”), the principal sum of ______________________________ DOLLARS ($___________), or such lesser or greater amount as may be advanced by Tranche A Revolver Lender as Tranche A Revolver Loans and owing as LC Obligations from time to time under the Loan Agreement described below, together with all accrued and unpaid interest thereon. Terms are used herein as defined in the Third Amended and Restated Loan and Security Agreement dated as of December 8, 2017, among Borrowers, Bank of America, N.A., as Agent, Lender, and certain other financial institutions, as such agreement may be amended, modified, renewed or extended from time to time (the “Loan Agreement”). Principal of and interest on this Note from time to time outstanding shall be due and payable as provided in the Loan Agreement. This Note is issued pursuant to and evidences Tranche A Revolver Loans and LC Obligations under the Loan Agreement, to which reference is made for a statement of the rights and obligations of Tranche A Revolver Lender and the duties and obligations of Borrowers. The Loan Agreement contains provisions for acceleration of the maturity of this Note upon the happening of certain stated events, and for the borrowing, prepayme...
Exiting Lender. The lender executing below (the “Exiting Lender”) is a “Lender” under the Existing Credit Agreement that is not continuing as a lender under the Second Amended and Restated Credit Agreement to which this signature page is attached (the “Amended Credit Agreement”). Simultaneously with the Closing Date of the Amended Credit Agreement, the Exiting Lender shall cease to be a “Lender” under the Existing Credit Agreement, and shall have no further liabilities or obligations thereunder; provided that, notwithstanding anything else provided herein or otherwise, any rights of the Exiting Lender under the Loan Documents (as defined in the Existing Credit Agreement) that are intended by their express terms to survive termination of the Commitments (as defined in the Existing Credit Agreement) and/or the repayment, satisfaction or discharge of obligations under any such Loan Document shall survive for the Exiting Lender. Furthermore, the Exiting Lender shall not be a “Lender” under the Amended Credit Agreement and shall not have any liabilities or obligations under the Amended Credit Agreement. To the extent required under the Existing Credit Agreement, the Exiting Lender consents to the amendment of the Existing Credit Agreement and the “Loan Documents” (as defined in the Existing Credit Agreement). Upon the Closing Date, the Borrower shall pay all outstanding amounts due or accrued and unpaid to the Exiting Lender under the Existing Credit Agreement and the other “Loan Documents” (as defined in the Existing Credit Agreement), including all principal, accrued and unpaid interest and fees. The undersigned Exiting Lender has duly executed this Agreement for the limited purpose of acknowledging and agreeing to the terms set forth above under “Exiting Lender”:
Exiting Lender. On the Waiver Effective Date, Citicorp North America, Inc. (“CNAI”) shall take the place of Citibank, N.A. (the “Exiting Lender”) in its capacity as a Lender under the Credit Agreement. Each of the parties hereto hereby agrees and confirms that after giving effect to this Section 14 on the Waiver Effective Date, (i) CNAI shall have Commitments and Loans in aggregate principal amounts equal to the amounts held by the Exiting Lender immediately prior to the occurrence of the Waiver Effective Date and (ii) the Exiting Lender’s Commitments and Loans shall be $0, its commitments to lend and all of its obligations under the Credit Agreement shall be terminated, and the Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents (other than in respect of any terms and conditions of the Credit Agreement as in effect prior to the effectiveness of this Amendment (including, without limitation, Sections 10.04 and 10.05 thereof), which by their terms survive any cancellation of commitments, repayment in full of any obligations or the termination of any existing Loan Document).
Exiting Lender. Guaranty Bank and Trust Company (the “Exiting Lender”) hereby (a) consents to this First Amendment as required under Section 12.02 of the Credit Agreement and (b) acknowledges and agrees to Section 2.3 of this First Amendment. Each of the parties hereto hereby agrees and confirms that after giving effect to Section 2.3 of this First Amendment, the Exiting Lender’s Maximum Revolving Credit Amount shall be $0.00, the principal amount of Term Loans held by the Exiting Lender shall be $0.00, the Exiting Lender’s Commitments to lend and all obligations under the Credit Agreement shall be terminated, and the Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents.