Master Intercompany Note Sample Clauses

Master Intercompany Note. Amend, waive or modify the Master Intercompany Note in any material respect, or fail to perform or fail to require the performance of any material obligation set forth in the Master Intercompany Note, in each case in accordance with the terms thereof.

Master Intercompany Note. The Borrower shall deliver to the Collateral Agent, within 10 days after the Closing Date, the Intercompany Note executed by and among the Borrower and each of its Subsidiaries, accompanied by instruments of transfer undated and endorsed in blank.

Master Intercompany Note. Amend, waive or modify the Master Intercompany Note, or fail to perform or fail to require the performance of the Master Intercompany Note, in each case in accordance with the terms thereof.

Master Intercompany Note. FOR VALUE RECEIVED, each of the entities set forth on the signature pages hereto and each entity listed as a Borrower or a Payor (or otherwise indicated as borrowing from another entity) under any intercompany loan agreement, as amended, and corresponding note or under any other promissory note, in each case listed on Annex A to this Master Intercompany Note (collectively, the “Originals”) (together with their registered assigns, each a “Payor”), hereby severally, and not jointly, promises to pay to the order of the Payee, in lawful money of the United States of America (or such other currency as such loan and/or advance was made or as otherwise set forth in and with respect to the Originals) in immediately available funds, at such location as Payee shall from time to time designate, the unpaid principal amount of all loans and advances made by Payee to or on behalf of the applicable Payor (including all payments made by Payee under letters of credit issued from the account of Payee which support transactions entered into by any Payor) and such interest as the parties have determined and established on their respective books and records or as otherwise set forth in and with respect to the Originals. Notwithstanding anything to the contrary contained herein, this Master Intercompany Note (the “Note”) shall evidence (a) all loans and advances from each Payee to each Payor not evidenced by another note, instrument or writing and (b) each Original. The principal balance of all loans and advances made by each Payee to each Payor, together with all accrued interest thereon, shall be due and payable in full on demand, unless otherwise agreed in writing by such Payor and Payee, as applicable, or, in the case of the Originals, as otherwise set forth in such Originals. Unless otherwise set forth to the contrary in the Originals (with respect to the Originals), each Payor may prepay all or any part of the principal or accrued interest at any time and from time to time, without premium or penalty. Unless otherwise set forth in the Originals (with respect to the Originals) all partial prepayments shall be applied first to accrued and unpaid interest and then to the unpaid principal amount of the loans. Upon the commencement of any bankruptcy, reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar proceeding of any jurisdiction relating to any Payor, the unpaid principal amount hereof with respect to the app...

Master Intercompany Note. The Credit Parties shall have duly executed and delivered to the Administrative Agent the Master Intercompany Note.