Lead Borrower. Each Borrower hereby designates Lead Borrower as its representative and agent for all purposes under the Credit Documents, including requests for Term Loans, designation of interest rates, delivery or receipt of communications, preparation and delivery of financial reports, receipt and payment of Obligations, requests for waivers, amendments or other accommodations, actions under the Credit Documents (including in respect of compliance with covenants), and all other dealings with the Administrative Agent, the Collateral Agent or any Lender. Lead Borrower hereby accepts such appointment. The Administrative Agent, the Collateral Agent and the Lenders shall be entitled to rely upon, and shall be fully protected in relying upon, any notice or communication (including any Notice of Borrowing) delivered by Lead Borrower on behalf of any Borrower. The Administrative Agent and the Lenders may give any notice or communication with a Borrower hereunder to Lead Borrower on behalf of such Borrower. Each of the Administrative Agent, the Collateral Agent and the Lenders shall have the right, in its discretion, to deal exclusively with Lead Borrower for any or all purposes under the Credit Documents. Each Borrower agrees that any notice, election, communication, representation, agreement or undertaking made on its behalf by Lead Borrower shall be binding upon and enforceable against it.
Lead Borrower. Each Borrower hereby irrevocably appoints Lead Borrower as the borrowing agent and attorney-in-fact for each Borrower, and authorizes Lead Borrower (a) to provide Administrative Agent with all notices with respect to Credit Extensions obtained for the benefit of any Borrower and all other notices and instructions under this Credit Agreement or any other Loan Document and (b) to take such action as Lead Borrower deems appropriate on its behalf to carry out the purposes of this Credit Agreement or any other Loan Document. Lead Borrower hereby accepts such appointment. The Credit Parties shall be entitled to rely upon, and shall be fully protected in relying upon, any notice or other communication delivered by Lead Borrower on behalf of any Borrower. The Credit Parties may give any notice to, or other communication with, any Borrower hereunder to Lead Borrower on behalf of such Borrower. Each of the Credit Parties shall have the right, in its discretion, to deal exclusively with Lead Borrower for any or all purposes under the Loan Documents. It is understood that the handling of the Credit Extensions and the Collateral of Loan Parties in a combined fashion, as more fully set forth herein, is done solely as an accommodation to the Borrowers in order to utilize the collective borrowing powers of the Borrowers in the most efficient and economical manner and at their request, and that Administrative Agent shall not incur any liability to any Borrower as a result hereof. Each Borrower expects to derive benefit, directly or indirectly, from the handling of Credit Extensions and the Collateral in a combined fashion since the successful operation of each Borrower is dependent on the continued successful performance of the integrated group.
Lead Borrower. Each Borrower hereby irrevocably appoints Lead Borrower as the borrowing agent and attorney-in-fact for each Borrower, which appointment shall remain in full force and effect unless and until Administrative Agent shall have received prior written notice signed by each Borrower that such appointment has been revoked and that another Borrower has been appointed Lead Borrower. Each Borrower hereby irrevocably appoints and authorizes Lead Borrower (a) to provide Administrative Agent with all notices with respect to Term Loans obtained for the benefit of any Borrower and all other notices and instructions under this Agreement and (b) to take such action as Lead Borrower deems appropriate on its behalf to carry out the purposes of this Agreement. It is understood that the handling of the Term Loans and the Collateral of Loan Parties in a combined fashion, as more fully set forth herein, is done solely as an accommodation to the Borrowers in order to utilize the collective borrowing powers of the Borrowers in the most efficient and economical manner and at their request, and that Administrative Agent shall not incur any liability to any Borrower as a result hereof. Each Borrower expects to derive benefit, directly or indirectly, from the handling of Term Loans and the Collateral in a combined fashion since the successful operation of each Borrower is dependent on the continued successful performance of the integrated group.
Lead Borrower. Each Borrower hereby designates PAE, in its capacity as the Lead Borrower, to act as its agent hereunder. The Lead Borrower may act as agent on behalf of each Borrower for purposes of delivering Notices of Borrowing, and notices of conversion/continuation or similar notices, giving instructions with respect to the disbursement of the proceeds of Loans, selecting interest rate options, giving and receiving all other notices and consents hereunder or under any of the other Credit Documents and taking all other actions (including in respect of compliance with covenants) on behalf of any Borrower or the Borrowers under the Credit Documents. PAE hereby accepts such appointment. Each Borrower agrees that each notice, election, representation and warranty, covenant, agreement and undertaking made on its behalf by the Lead Borrower shall be deemed for all purposes to have been made by such Borrower and shall be binding upon and enforceable against such Borrower to the same extent as if the same had been made directly by such Borrower.
Lead Borrower. Each Borrower hereby designates the Lead Borrower as its representative and agent for all purposes under the Loan Documents, including designation of interest rates, delivery or receipt of communications, preparation and delivery of financial reports, receipt and payment of Obligations, requests for waivers, amendments or other accommodations, actions under the Loan Documents (including in respect of compliance with covenants), and all other dealings with the Administrative Agent or any Lender. The Lead Borrower hereby accepts such appointment. The Administrative Agent and the Lenders shall be entitled to rely upon, and shall be fully protected in relying upon, any notice or communication delivered by the Lead Borrower on behalf of any Borrower. The Administrative Agent and the Lenders may give any notice or communication with a Borrower hereunder to the Lead Borrower on behalf of such Borrower. Each of the Administrative Agent and the Lenders shall have the right, in its discretion, to deal exclusively with the Lead Borrower for any or all purposes under the Loan Documents. Each Borrower agrees that any notice, election, communication, representation, agreement or undertaking made on its behalf by the Lead Borrower shall be binding upon and enforceable against it.
Lead Borrower. The Other Borrower Party hereby designates the Lead Borrower as its representative and agent for all purposes under the Loan Documents, including Requests for Credit Extensions, designation of interest rates, delivery or receipt of communications, preparation and delivery of financial information, requests for waivers, amendments or other accommodations, actions under the Loan Documents (including in respect of compliance with covenants), and all other dealings with the Administrative Agent, the L/C Issuers or any Lender. The Lead Borrower hereby accepts such appointment. The Administrative Agent, the L/C Issuers and the Lenders shall be entitled to rely upon, and shall be fully protected in relying upon, any notice or communication (including any Committed Loan Notice) delivered by the Lead Borrower on behalf of the Other Borrower Party. The Administrative Agent, the L/C Issuers and the Lenders may give any notice or communication with the Other Borrower Party hereunder to the Lead Borrower on behalf of the Other Borrower Party. Each of the Administrative Agent, L/C Issuers and the Lenders shall have the right, in its discretion, to deal exclusively with the Lead Borrower for any or all purposes under the Loan Documents. The Other Borrower Party agrees that any notice, election, communication, representation, agreement or undertaking made on its behalf by the Lead Borrower shall be binding upon and enforceable against it.
Lead Borrower. XXXXXX & XXXXX, INC., a Delaware corporation By: Name: Title:
Lead Borrower. VALARIS PLC By: /s/ Txxxxx Xxxxx Name: Txxxxx Xxxxx Title: Chief Executive Officer and President 122 DIP AGENT: WILMINGTON SAVINGS FUND SOCIETY, FSB By: /s/ Gxxxxxxx X. Xxxxx Name: Gxxxxxxx X. Xxxxx Title: Vice President 123 DIP LENDERS: ALL SIGNATURE PAGES FOR DIP LENDERS ARE ON FILE WITH THE DIP AGENT AND THE LEAD BORROWER 124 EXHIBIT A
Lead Borrower. XXXXXX & NOBLE, INC. By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CFO BORROWERS: XXXXXX & XXXXX BOOKSELLERS, INC. XXXXXX & NOBLE MARKETING SERVICES LLC XXXXXX & XXXXX PURCHASING, INC. XXXXXX & NOBLE SERVICES, INC. STERLING PUBLISHING CO., INC. NOOK DIGITAL, LLC By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: CFO Xxxxxx & Xxxxx, Inc. Second Amendment to Credit Agreement XXXXXX & NOBLE CAFÉ, LLC By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President, Retail Controller Xxxxxx & Xxxxx, Inc. Second Amendment to Credit Agreement ANNEX A Amended Credit Agreement See attached. Annex A Second Amendment to Credit Agreement Annex A to FirstSecond Amendment to Credit Agreement CREDIT AGREEMENT Dated as of August 3, 20152015, Amended(as amended by the First Amendment, dated as of September 30, 2016 and the Second Amendment, dated as of July 13, 2018) among XXXXXX & NOBLE, INC., as the Lead Borrower, The Other Borrowers From Time to Time Party Hereto, The Guarantors From Time to Time Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent and Swing Line Lender, The Other Lenders From Time to Time Party Hereto, JPMORGAN CHASE BANK, N.A., XXXXX FARGO BANK, NATIONAL ASSOCIATION and SUNTRUST BANK, as Co-Syndication Agents, CITIZENS BANK, N.A., and REGIONS BANK, as Co-Documentation Agents, XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED, X.X. XXXXXX SECURITIES LLC, BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, X.X. XXXXX FARGO BANK, NATIONAL ASSOCIATION, and SUNTRUST XXXXXXXX XXXXXXXX, INC., as Joint Lead Arrangers and Joint Book Runners TABLE OF CONTENTS Section Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 1.01. Defined Terms 1 1.02. Other Interpretive Provisions 47 1.03. Accounting Terms 48 1.04. Rounding 49 1.05. Times of Day; Rates 49 1.06. Letter of Credit Amounts 49 1.07. Ratio Adjustments for Acquisitions and Dispositions 49 1.08. [Intentionally Omitted.] 49 1.09. Notices Generally 49 ARTICLE II THE COMMITMENTS AND CREDIT EXTENSIONS 50 2.01. Revolving Committed Loans; FILO Committed Loans; Reserves 50 2.02. Borrowings, Conversions and Continuations of Committed Loans 5051 2.03. Letters of Credit 53 2.04. Swing Line Loans 61 2.05. Prepayments 6564 2.06. Termination or Reduction of Commitments 6766 2.07. Repayment of Loans. 67 2.08. Interest 67 2.09. Fees 68 2.10. Computation of Interest and Fees 6968 2.11. Evidence of Debt 6968 2.12. Payments Generally; Administrative Agent’s Clawback 69 2.13. Sharing of Payments by Lend...
Lead Borrower. SPORTSMAN’S WAREHOUSE, INC., a Utah corporation By: Name: Xxxxx Xxxxxx Title: Chief Financial Officer APPENDIX I Except as set forth below, no Default or Event of Default has occurred. [If a Default or Event of Default has occurred, the following describes the nature of the Default or Event of Default in reasonable detail and the steps, if any, being taken or contemplated by the Loan Parties to be taken on account thereof.]
