Form of Sample Clauses

Form of. A Request for Credit Extension B Assignment and Assumption C-1 Opinion of Internal Counsel to the Company C-2 Opinion of Txxxxx Xxxx & Priest LLP C-3 Opinion of Netherlands Counsel to the Company C-4 Opinion of Mxxxxxxx & Fxxxxxxx LLP C-5 Opinion of Internal Counsel to the Administrative Agent C-6 Opinion of Special Counsel to the Lenders D Credit-Linked Note E Request for Term Loans F Term Note G Subsidiary Guaranty H-1 LOC Application and Agreement (Bank of America) H-2 LOC Application and Agreement (JPMorgan Chase Bank) I Money Market Account Agreement J Parent Guaranty K Allocation Agreement LETTER OF CREDIT AND TERM LOAN AGREEMENT This LETTER OF CREDIT AND TERM LOAN AGREEMENT (“Agreement”) is entered into as of November 6, 2006, among CHICAGO BRIDGE & IRON COMPANY N.V., a corporation organized under the laws of The Kingdom of the Netherlands (the “Company”), on behalf of itself and as Co-Obligors’ Agent, and CHICAGO BRIDGE & IRON COMPANY (DELAWARE), a Delaware corporation, CBI SERVICES, INC., a Delaware corporation, CB&I CONSTRUCTORS, INC., a Texas corporation, and CB&I TYLER COMPANY, a Delaware corporation (each of the foregoing being a Wholly-Owned Subsidiary of the Company and hereinafter referred to individually as a “Co-Obligor” and collectively the “Co-Obligors”), BANK OF AMERICA, N.A., and JPMORGAN CHASE BANK, N.A., as issuers of letters of credit (each an “L/C Issuer” and collectively, the “L/C Issuers”), the financial institutions having a Credit-Linked Deposit set forth opposite their names on Schedule 2.01 hereto under the heading “Credit-Linked Deposit” (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
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Form of. ASSIGNMENT AND ASSUMPTION This Assignment and Assumption Agreement (the "Assignment and Assumption") is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the "Assignor") and [Insert name of Assignee] (the "Assignee"). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended, the "Credit Agreement"), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and Obligations of the Assignor under the respective facilities identified below (including without limitation any Letters of Credit, guarantees, and Swing Loans included in such facilities) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as, the "Assigned Interest"). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Assumption, without representation or wa...
Form of. A-1 Revolving Loan Notice A-2 Term Loan Interest Rate Selection Notice B Swing Line Loan Notice C-1 Term Loan Note C-2 Revolving Loan Note D Compliance Certificate E Assignment and Assumption F Guaranty Agreement G Opinion Matters H Parent Guaranty Agreement I Security Agreement J Mortgage CREDIT AGREEMENT This CREDIT AGREEMENT is entered into as of October 3, 2005, among XXXXXXX GROUP, LLC, a Delaware limited liability company (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer. The Borrower has requested that the Lenders provide a revolving credit facility and a term loan facility, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Form of. A Committed Loan Notice B Swing Line Loan Notice C Negotiated Rate Loan Notice D Revolving Note E Compliance Certificate F Assignment and Assumption G Opinions CREDIT AGREEMENT This CREDIT AGREEMENT, dated as of August 1, 2007 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among HEALTH CARE PROPERTY INVESTORS, INC., a Maryland corporation (the “Borrower”), the lending institutions party hereto from time to time (each, a “Lender” and collectively, the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and Alternative Currency Fronting Lender, BANC OF AMERICA SECURITIES LLC, as Joint Lead Arranger and Joint Bookrunner, UBS SECURITIES LLC, as Joint Lead Arranger, Joint Bookrunner and Syndication Agent, BARCLAYS CAPITAL, as Joint Bookrunner and Documentation Agent, CITICORP NORTH AMERICA, INC., as Documentation Agent, CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as Documentation Agent, XXXXXXX XXXXX CREDIT PARTNERS L.P., as Documentation Agent, JPMORGAN CHASE BANK, N.A., as Documentation Agent, WACHOVIA BANK, NATIONAL ASSOCIATION, as Documentation Agent, XXXXX FARGO BANK, N.A., as Documentation Agent, THE BANK OF NOVA SCOTIA, as Senior Managing Agent, CALYON NEW YORK BRANCH, as Senior Managing Agent, KEY BANK NATIONAL ASSOCIATION, as Senior Managing Agent, XXXXXXX XXXXX BANK USA, as Senior Managing Agent, THE ROYAL BANK OF SCOTLAND PLC, as Senior Managing Agent, and SUNTRUST BANK, as Senior Managing Agent, and.
Form of. A-1 Committed Loan Notice A-2 Swing Line Loan Notice B-1 Revolving Note B-2 Swing Line Note C Compliance Certificate D Assignment and Assumption E-1 Foreign Lender Exemption Certificate E-2 Foreign Lender U.S. Tax Compliance Certificate E-3 Alternative Form Foreign Lender U.S. Tax Compliance Certificate E-4 Foreign Partnership U.S. Tax Compliance Certificate F Closing and Solvency Certificate G Representations and Warranties Certificate H Credit Card Notification I Borrowing Base Certificate J Joinder Agreement K Closing Checklist L Intercreditor Agreement M Payment Conditions Certificate CREDIT AGREEMENT This CREDIT AGREEMENT (“Agreement”) is entered into as of August 21, 2018, among XXXXX, LLC, a Delaware limited liability company (the “Borrower”), the Guarantors named on Schedule 1.01 hereto, each Lender from time to time party hereto, each L/C Issuer from time to time party hereto, and CITIZENS BANK, N.A., as administrative agent, collateral agent and an L/C issuer. The Borrower has requested that the Lenders provide a revolving credit facility, and the Lenders have indicated their willingness to lend and the L/C Issuers have indicated their willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Form of. LEASE TERMINATION CERTIFICATE The undersigned hereby certify that the Aircraft Lease Agreement dated as of January 7, 2000 between the undersigned Lessor and undersigned Lessee, and as further described in the Appendix attached hereto, has terminated and the aircraft and aircraft engines covered thereby are no longer subject to the terms thereof. This certificate may be executed in one or more counterparts each of which when taken together shall constitute one and the same instrument. DATED this __________ day of ____________________, __________ LESSOR LESSEE AVIATION FINANCIAL SERVICES INC. FRONTIER AIRLINES, INC. By:________________________________ By:___________________________ Title:_______________________________ Title:_________________________ FAA Recording Date FAA Conveyance No. SCHEDULE 8 FORM OF AIRCRAFT USAGE REPORT FOR PERIOD BEGINNING ON __________, 2000____ AND ENDING ON ___________, 2000____ The undersigned Officer of Frontier Airlines, Inc. ("Lessee") hereby certifies as follows:
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Form of. A-1 Committed Loan Notice A-2 Swing Line Loan Notice B Note C Compliance Certificate D-1 Assignment and Assumption D-2 Administrative Questionnaire E Opinions F Report of Letter of Credit Information CREDIT AGREEMENT This CREDIT AGREEMENT (as may by hereafter amended, supplemented or otherwise modified from time to time, the “Agreement”) is entered into as of August 24, 2011, among THE DAYTON POWER AND LIGHT COMPANY, an Ohio corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), FIFTH THIRD BANK, an Ohio banking corporation (“Fifth Third”), as Administrative Agent, Swing Line Lender and an L/C Issuer, BANK OF AMERICA, N.A., U.S. BANK, NATIONAL ASSOCIATION and PNC BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents and BANK OF AMERICA, N.A., as Documentation Agent. The Borrower has requested that the Lenders provide a revolving credit facility, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Form of. A Committed Loan Notice B Swing Line Loan Notice C-1 Committed Revolving Loan Note C-2 Swing Line Note D Compliance Certificate E Assignment and Assumption F Guaranty G Opinion of Counsel AMENDED AND RESTATED CREDIT AGREEMENT This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of April 28, 2004, among FLIR Systems, Inc., an Oregon corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer. This Agreement is a restatement of that certain Credit Agreement among Borrower, the Lenders then party thereto, and Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer, dated as of March 22, 2002, as amended by a First Amendment to Credit Agreement dated as of June 5, 2003. This Agreement amends, supercedes and restates the Credit Agreement of March 22, 2002, as so amended. The Borrower has requested that the Lenders provide a revolving credit facility, and the Lenders are willing to do so on the terms and conditions set forth herein. In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Form of. ELECTION TO PURCHASE (To be executed and delivered to the Company upon exercise of a Warrant after the Exercise Date and prior to the Expiration Date) The undersigned hereby irrevocably elects to exercise _____ of the ________ Warrants evidenced by the attached Warrant Certificate to purchase Warrant Shares, and herewith tenders payment for such Warrant Shares in an amount determined in accordance with the terms of the Warrant Agreement. The undersigned requests that a certificate representing such Warrant Shares be registered in the name of ________________, whose address is ________________, and that such certificate be delivered to ________________, whose address is ____________. If said number of Warrants is less than the number of Warrants evidenced by the Warrant Certificate, the undersigned requests that a new Warrant Certificate evidencing the number of Warrants evidenced by this Warrant Certificate that are not being exercised be registered in the name of ________________, whose address is ________________ and that such Warrant Certificate be delivered to ________________, whose address is ________________. Dated , Name of holder of Warrant Certificate: ________________ ________________ (Please Print) Address: ________________ ________________ Federal Tax ID No.: ________________ Signature: ________________ Note: The above signature must correspond with the name as written in the first sentence of the attached Warrant Certificate in every particular, without alteration or enlargement or any change whatever, and if the certificate evidencing the Warrant Shares or any Warrant Certificate representing Warrants not exercised is to be registered in a name other than that in which this Warrant Certificate is registered, the signature above must be guaranteed. Signature Guaranteed: Dated: ________________ FORM OF ASSIGNMENT For value received, ________________hereby sells, assigns and transfers unto ________________ , ________________of the Warrants evidenced by the attached Warrant Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ________________ as its due and lawful attorney, to register the transfer of said Warrants on the books of Moscow CableCom Corp., and to execute a new Warrant Certificate in the name of ________________ whose address is ________________ evidencing the number of Warrants so sold, assigned and transferred hereby. If the number of Warrants sold, assigned or transf...
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