INITIAL BORROWER Sample Clauses

INITIAL BORROWER. AB-ABBOTT PRIVATE EQUITY INVESTORS 2019 (DELAWARE) FUND L.P. By: AB-Abbot Private Equity Investors G.P. L.P., its general partner By: Name: Title: INITIAL GENERAL PARTNER: AB-ABBOTT PRIVATE EQUITY INVESTORS G.P. L.P. By: Name: Title: AB-Abbott Private Equity Investors – Revolving Credit Agreement ADMINISTRATIVE AGENT AND LENDERS: HSBC BANK USA, NATIONAL ASSOCIATION, as Administrative Agent and a Lender By: Name: Title: Acknowledged and agreed to with respect to Section 5.4 only: INVESTMENT MANAGER: AB PRIVATE CREDIT INVESTORS LLC By: Name: Title: By: Name: Title: AB-Abbott Private Equity Investors – Revolving Credit Agreement SCHEDULE I Credit Party Information AIV Borrowers: N/A Parallel Fund Borrowers: N/A Credit Party Collateral Accounts Account Number Credit Party 00000000 AB-Abbott Private Equity Investors 2019 (Delaware) Fund L.P. 11372448 AB-Abbott Private Equity Investors 2020 (Delaware) Fund L.P. 11712114 AB-Abbott Private Equity Solutions 2021 (Delaware) Fund L.P. 11472941 AB Private Credit Investors Corporation 10588093 AB Private Credit Investors Middle Market Direct Lending Fund L.P. 11922770 AB-Abbott Private Equity Solutions 2022 (Delaware) Fund L.P. 11598067 AB-Abbott Private Equity Solutions 2023 (Delaware) Fund L.P. Constituent Documents Document Description Credit Party First Amended and Restated Agreement of Limited Partnership dated February 28, 2019 by and among AB-Abbott Private Equity Investors G.P. L.P., as the general partner, and each person admitted thereto as a limited partner AB-Abbott Private Equity Investors 2019 (Delaware) Fund L.P. First Amended and Restated Agreement of Limited Partnership dated January 2, 2020 by and among AB-Abbott Private Equity Investors 2020 G.P. L.P., as the general partner, and each person admitted thereto as a limited partner AB-Abbott Private Equity Investors 2020 (Delaware) Fund L.P. First Amended and Restated Agreement of Limited Partnership dated January 19, 2021 by and among AB-Abbott Private Equity Solutions 2021 G.P. L.P., as the general partner, and each person admitted thereto as a limited partner AB-Abbott Private Equity Solutions 2021 (Delaware) Fund L.P. Articles of Incorporation dated February 6, 2016, as amended by the Amended Articles of Incorporation dated April 22, 2016, as amended by the Articles of Amendment and Restatement dated August 7, 2017, as amended by the Articles of Amendment dated September 14, 2021 AB Private Credit Investors Corporation Sixth Amended and Restated Agr...
Sample 1See All (4)
AutoNDA by SimpleDocs
INITIAL BORROWER. Each of the parties acknowledges and agrees that:
Sample 1Sample 2
INITIAL BORROWER. Initial Borrower shall not: (i) make any Restricted Payment, except Investments deemed to exist by virtue of the Escrow Agreement and Investments to consummate the Acquisition, including Investments in any direct or indirect Subsidiary of the Initial Borrower which facilitates such Subsidiary’s or its, direct or indirect, Subsidiary’s consummation of the Acquisition (the “Purchase Price Pushdown”); (ii) Incur any Indebtedness except (A) the Initial Term Loans and, (B) the Backstop Facility, (C) Incremental Term Loans incurred to repay the Initial Term Loans prepaid pursuant to the final proviso to Section 2.5(a)(i) and (D) Indebtedness that is not secured by a Lien on any assets, property or Capital Stock owned by the Initial Borrower, the proceeds of which Indebtedness are used solely for deposit with the Escrow Agent in an amount not to exceed the amount necessary, together with net proceeds of the Initial Term Loans, to enable the Initial Borrower to make the deposit of the Additional Escrow Deposit Amount; provided that if the Initial Borrower Incurs such Indebtedness from Holdings or any of its Subsidiaries such Indebtedness is subordinated in right of payment to the Obligations in a customary manner; (iii) Incur any Liens except in favor of the Administrative Agent for the benefit of the Secured Parties and Customary Permitted Liens; (iv) enter into any merger, consolidation or sale of all or substantially all of its assets except for the Initial Borrower Merger; (v) make any Asset Sale, except the release of the amounts in the Escrow Account in accordance with the terms of the Escrow Agreement and the Purchase Price Pushdown; or (vi) engage in any transaction with its Affiliates except the Purchase Price Pushdown or (vii) form or acquire any new Subsidiaries, except in connection with the consummation of the Acquisition; except, in the case of each of the foregoing, (A) Incurring Indebtedness hereunder and under any Backstop Agreement, issuing capital stock to, and receiving capital contributions from, any parent, performing its obligations under this Agreement, the Purchase and Sale Agreement, any Backstop Agreement, the Escrow Agreement and any other agreement relating to a Backstop Agreement, forming subsidiaries to consummate the Acquisition, contributing, advancing or otherwise transferring the proceeds of the Initial Term Loans and the Backstop Facility, if any, to consummate the Acquisition, the Refinancing, consummating the Release and repay...
Sample 1
INITIAL BORROWER. X.X. COSMETICS HOLDINGS, INC., a Delaware corporation By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President Credit Agreement ADMINISTRATIVE AGENT: BANK OF MONTREAL, as Administrative Agent By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Director Credit Agreement LENDERS: BANK OF MONTREAL, as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Director Credit Agreement LENDERS (cont’d): JEFFERIES FINANCE LLC, as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Managing Director Signature Page to Credit Agreement LENDERS (cont’d): U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Senior Vice President Signature Page to Credit Agreement LENDERS (cont’d): Ally Commercial Finance LLC, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Senior Managing Director Signature Page to Credit Agreement Exhibit A Form of Committed Loan Notice Date: , To: Bank of Montreal, as Administrative Agent for the Lenders parties to the Credit Agreement dated as of January 31, 2014 (as extended, renewed, modified, supplemented, amended or restated from time to time, the “Credit Agreement”), by and among X.X. Cosmetics Holdings, Inc., a Delaware corporation (“Holdings”), as the initial borrower (the “Initial Borrower” each of the Initial Borrower, and each Domestic Subsidiary of Initial Borrower who hereafter becomes a “Borrower” under the Credit Agreement pursuant to a Joinder Agreement, are referred to herein individually as a “Borrower” and collectively as the “Borrowers”), the Guarantors party thereto, certain Lenders which are signatories thereto, and Bank of Montreal, as Administrative Agent. Capitalized terms used herein but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Credit Agreement. Ladies and Gentlemen: [The undersigned refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 2.02 of the Credit Agreement, of a Borrowing requested by 1 and, in connection therewith, sets forth the following information:
Sample 1
INITIAL BORROWER. AB COMMERCIAL REAL ESTATE PRIVATE DEBT FUND, LLC By: /s/ Xxxxxxxxxx Xxxxxx Name: Xxxxxxxxxx Xxxxxx Title: Director SSB – AB CRE – Revolving Credit Agreement ADMINISTRATIVE BANK AND LENDERS: State Street Bank and Trust Company, as Administrative Bank and a Lender By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: Vice President SSB – AB CRE – Revolving Credit Agreement Acknowledged and agreed to with respect to Section 5.4 only: INVESTMENT MANAGER: ALLIANCEBERNSTEIN L.P., By: /s/ Xxxxxxxxxx Xxxxxx Name: Xxxxxxxxxx Xxxxxx Title: Assistant Secretary
Sample 1
INITIAL BORROWER. GEORGE’S STOR-MOR REALTY, LLC, a Delaware limited liability company By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Manager The parties have executed and delivered this Agreement as of the day and year first above written.
Sample 1
INITIAL BORROWER. GSM TWO, LLC, a Delaware limited liability company By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Manager The parties have executed and delivered this Agreement as of the day and year first above written. Witnesses: INTERIM BORROWER 1: PSC ASHEVILLE OWNER, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Manager The parties have executed and delivered this Agreement as of the day and year first above written. Witnesses: INTERIM BORROWER 2: PARCELS J&K ASHEVILLE, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Manager The parties have executed and delivered this Agreement as of the day and year first above written. Witnesses: INTERIM BORROWER 3: TRISIB ASHEVILLE, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Manager The parties have executed and delivered this Agreement as of the day and year first above written. Witnesses: NEW BORROWER 1: SST II ASHEVILLE I, LLC, a Delaware limited liability company By: Strategic Storage Trust II, Inc., a Maryland corporation, its manager By: /s/ H. Xxxxxxx Xxxxxxxx Name: H. Xxxxxxx Xxxxxxxx Title: President The parties have executed and delivered this Agreement as of the day and year first above written. Witnesses: NEW BORROWER 2: SST II ASHEVILLE II, LLC a Delaware limited liability company By: Strategic Storage Trust II, Inc., a Maryland corporation, its manager By: /s/ H. Xxxxxxx Xxxxxxxx Name: H. Xxxxxxx Xxxxxxxx
Sample 1
AutoNDA by SimpleDocs
INITIAL BORROWER. AB COMMERCIAL REAL ESTATE PRIVATE DEBT FUND, LLC By: Name: Title: SSB – AB CRE – Revolving Credit Agreement ADMINISTRATIVE BANK AND LENDERS: State Street Bank and Trust Company, as Administrative Bank and a Lender By: Name: Title: SSB – AB CRE – Revolving Credit Agreement Acknowledged and agreed to with respect to Section 5.4 only: INVESTMENT MANAGER: ALLIANCEBERNSTEIN L.P., By: Name: Title: SSB – AB CRE – Revolving Credit Agreement SCHEDULE I Credit Party Information [This schedule has been intentionally omitted] SCHEDULE II Commitments Lender Name Commitment Uncommitted Tranche Commitment State Street Bank and Trust Company $ 65,000,000 Up to $ 40,000,000 TOTAL: $ 65,000,000 Up to $ 40,000,000 SCHEDULE III Credit Party Organizational Structure [This schedule has been intentionally omitted] SCHEDULE IV Administrative Bank Account Information
Sample 1

Related to INITIAL BORROWER

  • Additional Borrowers Upon 30 days’ prior notice to the Administrative Agent (or such shorter period of time to which the Administrative Agent may agree) and subject to the written consent of the Revolving Lenders, which consent of each Revolving Lender shall not be unreasonably withheld (it being understood that a Revolving Lender shall be deemed to have acted reasonably in withholding its consent if (i) it is unlawful for such Revolving Lender to make Revolving Loans under this Agreement to the proposed additional Borrower, (ii) if such Revolving Lender cannot or has not determined that it is lawful to do so, (iii) the making of a Revolving Loan to the proposed additional Borrower might subject such Lender to adverse tax consequences, (iv) such Lender is required or has determined that it is prudent to register or file in the jurisdiction of formation or organization of the proposed additional Borrower and it does not wish to do so or (v) such Lender is restricted by operational or administrative procedures or other applicable internal policies from extending credit under this Agreement to Persons in the jurisdiction in which the proposed additional Borrower is located), the Borrower may designate one or more Guarantors to be additional joint and several direct borrowers hereunder by written request to the Administrative Agent accompanied by (a) an executed Assumption Agreement and appropriate Notes (to the extent requested by any Lender) executed by the designated Guarantor and the Borrower, (b) a certificate of good standing of the designated Guarantor in the jurisdiction of its incorporation or organization, (c) certified resolutions of such Guarantor’s board of directors or other governing body authorizing the execution and delivery of the Assumption Agreement and such Notes, (d) a written consent to the Assumption Agreement executed by each Guarantor, (e) appropriate written legal opinions reasonably requested by the Administrative Agent with respect to such new Borrower and the Assumption Agreement covering matters similar to those covered in the opinions delivered on the Closing Date and (f) such documentation and other evidence as is reasonably requested by the Administrative Agent or any Lender in order for the Administrative Agent or such Lender to carry out and be satisfied it has complied with the results of all necessary “know your customer” or other similar checks under the USA PATRIOT Act and under similar regulations and is not otherwise prohibited by Law from making Loans to such new Borrower. The Obligations of any additional borrower designated pursuant to this Section 2.19, in its capacity as a Borrower, may be limited as to amount as directed by the Borrower; provided, however, that any such limitation shall not reduce such Person’s obligations as a Guarantor of the Obligations, if applicable, unless required by a Gaming Authority. The Administrative Agent shall promptly notify the Lenders of such request, together with copies of such of the foregoing as any Lender may request, and upon receipt of the written consents of the Revolving Lenders and satisfaction of the conditions set forth above in this Section, the designated Guarantor shall become a Borrower hereunder.

  • Initial Borrowing Base For the period from and including the Closing Date to but excluding the first Redetermination Date, the amount of the Borrowing Base shall be $2,250,000,000. Notwithstanding the foregoing, the Borrowing Base may be subject to further adjustments from time to time pursuant to Section 2.14(e), (f) and (g).

  • The Borrower 1.1 A copy of the constitutional documents of the Borrower.

  • Borrower The term “Borrower” as used herein shall include any new or successor corporation, association, partnership (general or limited), limited liability company, joint venture, trust or other individual or organization formed as a result of any merger, reorganization, sale, transfer, devise, gift or bequest of Borrower or any interest in Borrower.

  • Co-Borrowers Borrowers are jointly and severally liable for the Obligations and Bank may proceed against one Borrower to enforce the Obligations without waiving its right to proceed against any other Borrower. This Agreement and the Loan Documents are a primary and original obligation of each Borrower and shall remain in effect notwithstanding future changes in conditions, including any change of law or any invalidity or irregularity in the creation or acquisition of any Obligations or in the execution or delivery of any agreement between Bank and any Borrower. Each Borrower shall be liable for existing and future Obligations as fully as if all of the Credit Extensions were advanced to such Borrower. Bank may rely on any certificate or representation made by any Borrower as made on behalf of, and binding on, all Borrowers, including without limitation advance request forms and compliance certificates. Each Borrower appoints each other Borrower as its agent with all necessary power and authority to give and receive notices, certificates or demands for and on behalf of all Borrowers, to act as disbursing agent for receipt of any Credit Extensions on behalf of each Borrower and to apply to Bank on behalf of each Borrower for any Credit Extension, any waivers and any consents. This authorization cannot be revoked, and Bank need not inquire as to one Borrower’s authority to act for or on behalf of another Borrower.

  • Initial Borrowing Before or concurrently with the initial Borrowing:

  • Foreign Subsidiary Borrowers The Borrower from time to time may request in writing that one or more of its Foreign Subsidiaries become borrowers hereunder with the ability to request and receive Loans and Letters of Credit (each, a “Foreign Subsidiary Borrower”). Each such request shall be delivered to the Administrative Agent. The Administrative Agent shall promptly circulate each such request to the Lenders. Each Lender shall notify the Administrative Agent and the Borrower no later than 20 days after its receipt of such request as to whether the applicable Foreign Subsidiary may become a party hereto as a Foreign Subsidiary Borrower. No Foreign Subsidiary shall become a Foreign Subsidiary Borrower unless approved in writing by all of the Lenders and the Administrative Agent. Any Lender that fails to respond to such a request shall be deemed to have rejected the joinder of such Foreign Subsidiary Borrower hereto. Each of the Administrative Agent and each Lender may request from the Borrower certain information in respect of such a Foreign Subsidiary in order to make such decision, including, without limitation, such Foreign Subsidiary’s jurisdiction of organization. Loans and Letters of Credit requested by a Foreign Subsidiary Borrower shall be made or issued from the United States. If the Lenders and the Administrative Agent agree with the Borrower to add a Foreign Subsidiary Borrower hereto, this Agreement (and the other Loan Documents, as relevant) shall be amended to give effect to such addition. All Lenders shall be required to make Loans to each Foreign Subsidiary Borrower, subject to any borrowing sublimits agreed to by the Borrower, the applicable Foreign Subsidiary Borrower, the Administrative Agent, and the Lenders. Each such Foreign Subsidiary Borrower shall be required to deliver, among other things (and in each case in form, scope and substance acceptable to the Administrative Agent and the Lenders), (a) amendments, joinders and other documents required by the Administrative Agent and the Lenders to give such Foreign Subsidiary Borrower the ability to receive extensions of credit hereunder, (b) collateral documents made by such Foreign Subsidiary Borrower in favor of the Administrative Agent, (c) resolutions, charter documents, incumbency certificates, opinions of counsel and other documents or information, as may be required by the Administrative Agent and the Lenders (including without limitation, information necessary to evaluate (i) any withholding tax that may arise in respect of any Loans made to or Letters of Credit issued on behalf of such Foreign Subsidiary, and (ii) the manner in which Loans may be made available to such Foreign Subsidiary, including in Dollars or the requested Agreed Currency), (d) promissory notes signed by such Foreign Subsidiary Borrower to the extent any Lender so requires, and (e) information required under “know your customer”, anti-money laundering or similar regulations to which such Lender is subject. No Foreign Subsidiary Borrower shall be joined hereto if (x) a violation of applicable law would result therefrom or (y) any Lender or the Administrative Agent objects to any adverse change in tax treatment that would result therefrom (including, without limitation, the payment of any tax gross-up or the accrual of any withholding tax). In addition, extensions of credit and other financial accommodations from the United States into the applicable jurisdiction must be permitted under applicable law. The Borrower and each Guarantor of Payment shall guaranty the Obligations of each such Foreign Subsidiary Borrower on terms and conditions acceptable to the Administrative Agent and the Lenders. Each Foreign Subsidiary that is or becomes a Foreign Subsidiary Borrower hereby irrevocably appoints the Borrower as its agent for all purposes relevant to this Agreement and each related document, including service of process.

  • Subsidiary Borrowers The Company may at any time or from time to time, with the consent of the Administrative Agent add as a party to this Agreement any Subsidiary to be a Subsidiary Borrower hereunder by the execution and delivery to the Administrative Agent and the Lenders of (a) a duly completed Assumption Letter by such Subsidiary, with the written consent of the Company at the foot thereof, (b) such guaranty and subordinated intercompany indebtedness documents as may be reasonably required by the Administrative Agent and such other opinions, documents, certificates or other items as may be required by Section 5.2, such documents with respect to any additional Subsidiaries to be substantially similar in form and substance to the Loan Documents executed on or about the Closing Date by the Subsidiaries parties hereto as of the Closing Date. Upon such execution, delivery and consent such Subsidiary shall for all purposes be a party hereto as a Subsidiary Borrower as fully as if it had executed and delivered this Agreement. So long as the principal of and interest on any Advances made to any Subsidiary Borrower under this Agreement shall have been repaid or paid in full, all Letters of Credit issued for the account of such Subsidiary Borrower have expired or been returned and terminated and all other obligations of such Subsidiary Borrower under this Agreement shall have been fully performed, the Company may, by not less than five (5) Business Days' prior notice to the Administrative Agent (which shall promptly notify the Lenders thereof), terminate such Subsidiary Borrower's status as a "Subsidiary Borrower". The Administrative Agent shall give the Lenders written notice of the addition of any Subsidiary Borrowers to this Agreement.

  • Successor Borrower Representative Upon the prior written consent of the Administrative Agent, the Borrower Representative may resign at any time, such resignation to be effective upon the appointment of a successor Borrower Representative. The Administrative Agent shall give prompt written notice of such resignation to the Lenders.

  • Borrowing Subsidiaries Within two Business Days after the receipt by the Administrative Agent of a Borrowing Subsidiary Agreement executed by a Subsidiary and the Company, the Administrative Agent shall deliver to each Lender a notice of such request to become a Borrowing Subsidiary under this Agreement. If the designation of such Borrowing Subsidiary obligates the Administrative Agent or a Lender to comply with “know your customer” or similar identification procedures in circumstances where the necessary information is not already available to it, the Administrative Agent or such Lender shall deliver to the Company, (a) within five Business Days after the receipt of such a Borrowing Subsidiary Agreement in respect of a Domestic Subsidiary or (b) within 10 Business Days after the receipt of such a Borrowing Subsidiary Agreement in respect of a Foreign Subsidiary, a request to that effect, and the Company shall, promptly upon receipt of such request, supply such documentation and other evidence as is reasonably requested by the Administrative Agent or such Lender in order for the Administrative Agent or such Lender to carry out and comply with the requirements of the USA PATRIOT Act or any other applicable laws and regulations, and, unless the results of such inquiry conflict with the requirements of such laws and regulations, or if no such request by the Administrative Agent or any Lender is made within the time period set forth above, such Borrowing Subsidiary shall become a party hereto and a Borrower hereunder with the same effect as if it had been an original party to this Agreement. Notwithstanding the foregoing, no Subsidiary shall become a Borrower Subsidiary if it shall be unlawful for such Subsidiary to become a Borrower hereunder or for any Lender to make Loans or otherwise extend credit to such Subsidiary as provided herein or for any Issuing Bank to issue Letters of Credit for the account of such Subsidiary. Upon the execution by the Company and a Borrowing Subsidiary and delivery to the Administrative Agent of a Borrowing Subsidiary Termination with respect to such Borrowing Subsidiary, such Borrowing Subsidiary shall cease to be a Borrowing Subsidiary hereunder; provided that no Borrowing Subsidiary Termination will become effective as to any Borrowing Subsidiary (other than to terminate such Borrowing Subsidiary’s right to obtain further Loans or Letters of Credit under this Agreement) at a time when any principal of or interest on any Loan to such Borrowing Subsidiary or any Letter of Credit issued for the account of such Borrowing Subsidiary shall be outstanding hereunder. Promptly following receipt of any Borrowing Subsidiary Termination, the Administrative Agent shall send a copy thereof to each Lender.

Time is Money Join Law Insider Premium to draft better contracts faster.