Common use of Issuance of New Notes Clause in Contracts

Issuance of New Notes. Upon the ADMINISTRATIVE AGENT’S receipt of an LENDER ASSIGNMENT executed by an assigning LENDER and an ELIGIBLE ASSIGNEE together with any NOTE subject to such LENDER ASSIGNMENT and the written consent to such LENDER ASSIGNMENT, the ADMINISTRATIVE AGENT shall, if such LENDER ASSIGNMENT has been completed and is substantially in the form of Exhibit 10.1.2.(c): (a) accept such LENDER ASSIGNMENT; (b) record the information contained therein in the REGISTER; (c) give prompt notice thereof to the LENDERS and the BORROWER; and (d) promptly deliver a copy of such LENDER ASSIGNMENT to each of the LENDERS and the BORROWER. Within three (3) BUSINESS DAYS after receipt of notice, the BORROWER shall execute and deliver to the ADMINISTRATIVE AGENT, in exchange for the surrendered NOTE, a new NOTE to the order of such ELIGIBLE ASSIGNEE in amounts equal to the COMMITMENT PERCENTAGE assumed by it pursuant to such LENDER ASSIGNMENT and a new NOTE to the order of the assigning LENDER in an amount equal to the COMMITMENT PERCENTAGE retained by the assigning LENDER. Such new NOTE shall be in an aggregate principal amount equal to the aggregate principal amount of each surrendered NOTE, shall be dated the effective date of such LENDER ASSIGNMENT and shall otherwise be in substantially the form of the assigned NOTE delivered to the assigning LENDER. Each surrendered NOTE shall be canceled and returned to the BORROWER. The BORROWER expressly acknowledges that the cancellation of any NOTE and the replacement of any NOTE in accordance with this provision shall not constitute or be deemed to be a refinancing or a novation of any of the OBLIGATIONS.

Issuance of New Notes. Upon the ADMINISTRATIVE AGENT’S receipt effective date of an LENDER ASSIGNMENT executed by an assigning LENDER each increase in the Total Commitment pursuant to this §2.8, (i) the Agent may unilaterally revise Schedule 1.1 to reflect the name and an ELIGIBLE ASSIGNEE together with any NOTE subject to address, Commitment and Commitment Percentage of each Lender following such LENDER ASSIGNMENT increase and the written consent to such LENDER ASSIGNMENT, the ADMINISTRATIVE AGENT shall, if such LENDER ASSIGNMENT has been completed and is substantially in the form of Exhibit 10.1.2.(c): (a) accept such LENDER ASSIGNMENT; (b) record the information contained therein in the REGISTER; (c) give prompt notice thereof to the LENDERS and the BORROWER; and (d) promptly deliver a copy of such LENDER ASSIGNMENT to each of the LENDERS and the BORROWER. Within three (3) BUSINESS DAYS after receipt of notice, the BORROWER Borrower shall execute and deliver to the ADMINISTRATIVE AGENTAgent new Revolving Credit Notes for each Lender whose Commitment has changed so that the principal amount of such Lender’s Revolving Credit Note shall equal its Commitment, and (ii) the Swing Loan Commitment shall automatically increase to the lesser of (A) an amount equal to ten percent (10%) of the new Total Commitment and (B) the Commitment of the Swing Loan Lender, and the Borrower shall execute and deliver to the Agent a new Swing Loan Note for the Swing Loan Lender so that the principal amount of Swing Loan Note shall equal the Swing Loan Commitment. The Agent shall deliver such replacement Revolving Credit Note and/or Swing Loan Note, as applicable, to the respective Lenders in exchange for the Revolving Credit Notes and/or Swing Loan Note replaced thereby which shall be surrendered NOTE, a new NOTE to the order of by such ELIGIBLE ASSIGNEE in amounts equal to the COMMITMENT PERCENTAGE assumed by it pursuant to such LENDER ASSIGNMENT and a new NOTE to the order of the assigning LENDER in an amount equal to the COMMITMENT PERCENTAGE retained by the assigning LENDERLenders. Such new NOTE Revolving Credit Notes and/or Swing Loan Note, as applicable, shall be in an aggregate principal amount equal to provide that they are replacements for the aggregate principal amount of each surrendered NOTERevolving Credit Notes and/or Swing Loan Note, as applicable, and that they do not constitute a novation, shall be dated as of the effective date of such LENDER ASSIGNMENT Commitment Increase Date and shall otherwise be in substantially the form of the assigned NOTE delivered replaced Revolving Credit Notes and/or Swing Loan Note, as applicable. In connection with the issuance of any new Revolving Credit Notes and/or Swing Loan Note, as applicable, pursuant to this §2.8(c), the Borrower shall deliver an opinion of counsel, addressed to the assigning LENDERLenders and the Agent, relating to the due authorization, execution and delivery of such new Revolving Credit Notes and/or Swing Loan Note, as applicable, and the enforceability thereof, in form and substance substantially similar to the opinion delivered in connection with the closing of this Agreement. Each The surrendered NOTE Revolving Credit Notes and/or Swing Loan Note, as applicable, shall be canceled and returned to the BORROWER. The BORROWER expressly acknowledges that the cancellation of any NOTE and the replacement of any NOTE in accordance with this provision shall not constitute or be deemed to be a refinancing or a novation of any of the OBLIGATIONSBorrower.