New Notes. Upon its receipt of an Assignment and Assumption executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the Borrowers. Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee pursuant to such Assignment and Assumption and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption and shall otherwise be in substantially the form of the assigned Notes. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 5 contracts
Samples: Syndicated Facility Agreement (Genesee & Wyoming Inc), Syndicated Facility Agreement (Genesee & Wyoming Inc), Senior Secured Syndicated Facility Agreement (Genesee & Wyoming Inc)
New Notes. Upon its their receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent Agents shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable AgentAgents, in exchange for each surrendered Note, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 19.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agents, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 5 contracts
Samples: Credit Agreement (BTHC VII Inc), Subordinated Credit Agreement (Whitehall Jewelers Holdings, Inc.), Term Loan Credit Agreement (Whitehall Jewellers Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such noticenotice and upon the request of the Assignee, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 4 contracts
Samples: Term Loan Agreement (Borders Group Inc), Revolving Credit Agreement (Borders Group Inc), Multicurrency Revolving Credit Agreement (Borders Group Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 4 contracts
Samples: Unsecured Revolving Credit Agreement (Amerivest Properties Inc), Revolving Credit Agreement (Amerivest Properties Inc), Revolving Credit Agreement (Amerivest Properties Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this §19.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes have the same validity and enforceability as if given on the Effective Date, in form and substance reasonably satisfactory to the Lenders who are the holders of such new Notes. The surrendered Notes shall be held by the Agent in escrow and shall be deemed cancelled and returned to the BorrowersBorrower simultaneously upon the issuance and receipt by the Agent of, and in exchange for, the New Notes.
Appears in 3 contracts
Samples: Revolving Secured Credit and Guaranty Agreement (Sl Green Realty Corp), Pledge and Security Agreement (Sl Green Realty Corp), Revolving Credit and Guaranty Agreement (Sl Green Realty Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.19.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower within a reasonable time following the issuance of any new Note.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Hadco Acquisition Corp Ii), Revolving Credit Agreement (Hadco Acquisition Corp Ii), Revolving Credit Agreement (Hadco Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance --------- executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 3 contracts
Samples: Revolving Credit and Term Loan Agreement (Mapics Inc), Revolving Credit and Term Loan Agreement (Mapics Inc), Revolving Credit and Term Loan Agreement (Mapics Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)19.4, the Borrowers shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Trico Marine Services Inc), Credit Agreement (Trico Marine Services Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained maintained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned NotesNotes delivered at the time of execution of this Agreement. Within five (5) Business Days of issuance of any new Notes pursuant to this Article 14, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity, enforceability and binding effect thereof. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Credit Agreement (American Skiing Co /Me), Credit Agreement (Asc East Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance --------- executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)17.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance reasonably satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Credit Agreement (New England Business Service Inc), Revolving Credit Agreement (New England Business Service Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersCompany and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersCompany, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.19.4, the Company shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersCompany.
Appears in 2 contracts
Samples: And Term Loan Agreement (Holmes Products Corp), Loan Agreement (Holmes Group Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed --------- by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Credit Agreement (Fairfield Communities Inc), Revolving Credit Agreement (Fairfield Communities Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.22.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agents, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Credit and Term Loan Agreement (Hvide Marine Inc), Revolving Credit and Term Loan Agreement (Hvide Marine Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed --------- by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Mapics Inc), Revolving Credit and Term Loan Agreement (Mapics Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 18.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Stride Rite Corp), Multicurrency Revolving Credit Agreement (Rogers Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 10.3.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Acquisition Loan Agreement (Chartermac), Loan Agreement (Charter Municipal Mortgage Acceptance Co)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.19.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Credit and Term Loan Agreement (Western Digital Corp), Revolving Credit Agreement (Stage Stores Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its, own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered NoteNote or Notes, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 17.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Inventory and Receivables Revolving Credit Agreement (Silverleaf Resorts Inc), Revolving Credit Agreement (Silverleaf Resorts Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 21.4, the Borrower shall, upon the request of the Agent, deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Restaurant Co), Revolving Credit Agreement (Perkins Finance Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignmentthereto, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowing Administrators and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Domestic Borrowers and/or Foreign Borrowers, as applicable, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes; provided, that any Foreign Revolving Credit Note issued by Lionbridge BV will not have a denomination of less than the Dollar Equivalent of EUR 50,000. The surrendered Notes shall be cancelled and returned to the BorrowersBorrowing Administrators.
Appears in 2 contracts
Samples: Credit Agreement (Lionbridge Technologies Inc /De/), Credit Agreement (Lionbridge Technologies Inc /De/)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 11.3(c), the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Warehousing Credit and Security Agreement (Centerline Holding Co), Warehousing Credit and Security Agreement (Centerline Holding Co)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersREIT, the Borrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Upon request of the Administrative Agent, within five (5) days of issuance of any new Notes pursuant to this Section 18.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the Borrowers.
Appears in 2 contracts
Samples: Revolving Credit Agreement and Guaranty (Heritage Property Investment Trust Inc), Revolving and Term Credit Agreement (Heritage Property Investment Trust Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 11.3.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 2 contracts
Samples: Warehousing Credit and Security Agreement (Centerline Holding Co), Warehousing Credit and Security Agreement (Centerline Holding Co)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Mapics Inc), Revolving Credit and Term Loan Agreement (Marcam Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, notice and upon the request of such assignee made through the Applicable AgentAssignee, the Borrower, at its own expense, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Senior Secured Credit Agreement (Borders Group Inc), Senior Secured Credit Agreement (Pershing Square Capital Management, L.P.)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower and each Co-Borrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes have the same validity, enforceability and priority as if given on the Effective Date, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Credit Agreement (Liberty Property Limited Partnership), Credit Agreement (Liberty Property Limited Partnership)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 19.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes have the same validity and enforceability as if given on the Effective Date, in form and substance reasonably satisfactory to the Lenders who are the holders of such new Notes. The surrendered Notes shall be held by the Agent in escrow and shall be deemed cancelled and returned to the BorrowersBorrower simultaneously upon the issuance and receipt by the Agent of, and in exchange for, the New Notes.
Appears in 2 contracts
Samples: Revolving Credit and Guaranty Agreement (Sl Green Realty Corp), Credit and Guaranty Agreement (Sl Green Realty Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Freedom Securities Corp /De/), Revolving Credit Agreement (Stage Stores Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrowers and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrowers shall deliver aN opinion of counsel, addressed to the Banks and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Credit Agreement (Nationsrent Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such noticenotice and delivery of new Notes to the Borrowers for execution, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within ten (10) Business Days of issuance of any new Notes pursuant to this Section 19.4, the Borrowers shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance reasonably satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered NoteNote in the case of an assignment, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon hereunder in the request case of such assigning Lender made through the Applicable Agentan assignment, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (HPSC Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agents, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to Borrower and the BorrowersLenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. The surrendered Within five (5) days of issuance of any new Notes shall be cancelled and returned pursuant to the Borrowers.this
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Sl Green Realty Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed --- ----- by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such Each new Notes Note shall provide that they are replacements it is a replacement for the surrendered NotesNote, that it does not constitute a novation or discharge thereof and that it shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered NotesNote, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned NotesNote. Within five (5) days of issuance of any new Notes pursuant to this SECTION 19.4, the Borrowers shall deliver an opinion of counsel, addressed to the Banks and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Revolving Credit Agreement (Trico Marine Services Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersCompany and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersCompany, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate /104 principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this 9.4, the Company shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersCompany.
Appears in 1 contract
Samples: Credit Agreement (Ionics Inc)
New Notes. Upon its receipt of an Assignment and Assumption executed by the parties to such assignment, ---------- Acceptance (together with each Note subject to such assignment) or Instrument of Accession, to as the extent applicablecase may be, executed by the Applicable parties thereto the Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee or Acceding Bank, as the case may be, in an amount equal to the amount assumed by such assignee Eligible Assignee or Acceding Bank, as the case may be, pursuant to such Assignment and Assumption Acceptance or Instrument of Accession, as the case may be, and, in the event of an assignment, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Fairfield Communities Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance --------- executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lenders). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)19.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the Borrowers.
Appears in 1 contract
Samples: Multicurrency Revolving Credit Agreement (United States Filter Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (S) days of issuance of any new Notes pursuant to this 18.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding non-preferential effect thereof, and that the Obligations evidenced by the new Notes are secured by the Collateral with the same validity, enforceability and priority as if given on the Effective Date, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower. 18.5.
Appears in 1 contract
Samples: Loan Agreement (Liberty Property Limited Partnership)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Managing Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lenders). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Managing Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)21.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agents, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the Borrowers.
Appears in 1 contract
Samples: Multicurrency Credit Agreement (United States Filter Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this §20.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Possession Credit Agreement (Real Mex Restaurants, Inc.)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.16.4, the Borrowers shalL deliver upon the request of the assignee Lender an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Credit and Term Loan Agreement (Furrs Restaurant Group Inc)
New Notes. Upon its their receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent Lender shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lender (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable AgentLender, in exchange for each surrendered Note, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within twenty (20) Business Days after issuance of any new Notes pursuant to this §17.8, the Borrower shall deliver, upon the request of the assignee Lender, an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower. §17.9.
Appears in 1 contract
Samples: Revolving Credit Agreement (United States Cellular Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. The surrendered Within five (5) days of issuance of any new Notes pursuant to this [Section]19.4, the Borrower shall be cancelled and returned deliver an opinion of counsel, addressed to the Borrowers.Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the
Appears in 1 contract
Samples: Revolving Credit Agreement (Hadco Acquisition Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 20.4, the Borrower shall deliver an opinion of 116 -109- counsel, addressed to the Banks and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this SECTION 20.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit and Term Loan Agreement (CRC Evans International Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its, own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered NoteNote or Notes, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 17.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance 103 satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Silverleaf Resorts Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 20.4, upon the request of the holders of such New Notes the Borrowers shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Credit and Term Loan Agreement (Dave & Busters Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within twenty (20) Business Days after issuance of any new Notes pursuant to this §17.8, the Borrower shall deliver, upon the request of and at the sole expense of the assignee Lender, an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower. §17.9.
Appears in 1 contract
Samples: Revolving Credit Agreement (United States Cellular Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to TransTechnology and the BorrowersLenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersTransTechnology, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, Agent in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender in an amount equal to the amount retained by it hereunderhereunder as a Lender. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Upon the request of the recipient of new Notes or the Agent, within five (5) days of issuance of such new Notes pursuant to this Section 20.4, TransTechnology shall deliver an opinion of counsel, which may be the general counsel of TransTechnology, addressed to the recipients of the new Notes and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the recipients of the new Notes, the Agent and the Agent's Special Counsel. The surrendered Notes shall be cancelled and returned to the BorrowersTransTechnology.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption 74 -67- Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Freedom Securiteis Corp /De/)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed --------- by the parties to such assignment, together with each Revolving Credit Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, each of the Borrowers, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Revolving Credit Note, a new Revolving Credit Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Revolving Credit Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Revolving Credit Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Revolving Credit Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Revolving Credit Notes. To the extent requested by an Assignee, the Borrowers shall, within five (5) days of issuance of any new Revolving Credit Notes pursuant to this Section 15.4, deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Revolving Credit Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Revolving Credit Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Revolving Credit Agreement (Us Xpress Enterprises Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this 19.4, the Borrower shall deliver an opinion of counsel (which counsel may be the Borrower's internal counsel), addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in a form substantially similar to the opinions of counsel delivered on the Closing Date and otherwise in form and substance reasonably satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower. 19.5.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days -115- after the issuance of any new Notes pursuant to this Section 14.4, the Borrower shall, at its reasonable expense, deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity, binding effect and enforceability thereof, in form and substance reasonably satisfactory to the Agent and the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Loan Agreement (Lamonts Apparel Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Managing Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Managing Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 23.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Managing Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to Borrower and Lenders (other than the Borrowersassigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained maintained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned NotesNotes delivered at the time of execution of this Agreement. Within five (5) Business Days upon request, following issuance of any new Notes pursuant to this §18.4, Borrower shall deliver an opinion of counsel, addressed to Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity, enforceability and binding effect thereof and the applicability of the Guaranties to the new Note. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Entire Agreement (California Coastal Communities Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Credit Agreement (Nationsrent Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained maintained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned NotesNotes delivered at the time of execution of this Agreement. Within five (5) days of issuance of any new Notes pursuant to this Section 17.4, the Borrower shall deliver an opinion of counsel, addressed and acceptable to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity, enforceability and binding effect thereof. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (Rottlund Co Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this 18.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes have the same validity, enforceability and priority as if given on the Closing Date, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Term Loan Agreement (Liberty Property Limited Partnership)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Revolving Credit Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersCompany and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Revolving Credit Note, a new Revolving Credit Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Revolving Credit Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Revolving Credit Notes shall provide that they are replacements for the surrendered Revolving Credit Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Revolving Credit Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Revolving Credit Notes. The surrendered Revolving Credit Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Revolving Credit Agreement (Flextronics International LTD)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.21.4, the Borrower shall, upon the request of the Agent, deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Perkins Family Restaurants Lp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Note or Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Note or Notes. Within five (5) days of issuance of any new Notes pursuant to this SECTION 18.4, if requested by the assignor or assignee Lender, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Note or Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding non-preferential effect thereof, and that the Obligations evidenced by the new Notes are secured by the Collateral with the same validity, enforceability and priority as if given on the Effective Date, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Amerivest Properties Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. Within ten (10) Business Days of issuance of any new Notes pursuant to this Section 15.15.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Note or Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Note or Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, if requested by the assignor or assignee Lender, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Note or Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed --------- by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)21.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersCompany and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersCompany and each Borrowing Subsidiary, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 10.4, the Company shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of the new Notes executed by the Company and the legality, validity and binding effect of such Notes and each Company Guaranty, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersCompany.
Appears in 1 contract
Samples: Secured Revolving Credit Agreement (Picturetel Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the Borrowers, and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request in respect of such assignee made through the Applicable AgentU.S. Loans only, execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 22.5, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders, and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the Borrowers.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance --------- executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)13.4, the Borrowers shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Credit and Term Loan Agreement (CMG Information Services Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained maintained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an 'amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned NotesNotes delivered at the time of execution of this Agreement. Within five (5) Business Days of issuance of any new Notes pursuant to this Article 14, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity, enforceability and binding effect thereof. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 22.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Revolving Credit Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Revolving Credit Note, a new Revolving Credit Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Revolving Credit Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Revolving Credit Notes shall provide that they are replacements for the surrendered Revolving Credit Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Revolving Credit Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Revolving Credit Notes. The surrendered Revolving Credit Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the 96 -88- form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 16.4, the Borrower shall deliver upon the request of the assignee Lender an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 18.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes have the same validity, enforceability and priority as if given on the Effective Date, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit Agreement (Liberty Property Limited Partnership)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance Agreement executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, Register and (bii) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance Agreement and, if the assigning Lender has retained maintained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance Agreement and shall otherwise be in substantially the form of the assigned NotesNotes delivered at the time of execution of this Agreement. Within five (5) Business Days of issuance of any new Notes pursuant to this Article 14, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity, enforceability and binding effect thereof. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance --------- executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Managing Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lenders). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Managing Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)19.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agents, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof; in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the Borrowers.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower. Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within twenty (20) Business Days after issuance of any new Notes pursuant to this §17.8, the Borrower shall deliver, upon the request of and at the sole expense of the assignee Lender, an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower. §17.9.
Appears in 1 contract
Samples: Revolving Credit Agreement (Telephone & Data Systems Inc /De/)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicableassign- ment, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 19.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execu- tion and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Trailer Bridge Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 21.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such, new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Humphrey Hospitality Trust Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 15.4, the Borrowers shall deliver upon the request of the assignee Lender an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Iesi Tx Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to Borrower and the BorrowersLenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNote, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered NotesNote, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)17.4 Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Loan Agreement (Omnipoint Corp \De\)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to TransTechnology and the BorrowersLenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersTransTechnology, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, Administrative Agent in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender in an amount equal to the 106 amount retained by it hereunderhereunder as a Lender. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Upon the request of the recipient of new Notes or the Administrative Agent, within five (5) days of issuance of such new Notes pursuant to this Section 20.4, TransTechnology shall deliver an opinion of counsel, which may be the general counsel of TransTechnology, addressed to the recipients of the new Notes and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the recipients of the new Notes, the Administrative Agent and the Administrative Agent's Special Counsel. The surrendered Notes shall be cancelled and returned to the BorrowersTransTechnology.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Revolving Credit Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Revolving Credit Note, a new Revolving Credit Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Revolving Credit Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Revolving Credit Notes shall provide that they are replacements for the surrendered Revolving Credit Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Revolving Credit Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Revolving Credit Notes. The surrendered Revolving Credit Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Flextronics International LTD)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (ai) record the information contained therein in the Applicable Note Register, and (bii) give prompt notice thereof to the BorrowersCompany and the Holders (other than the assigning Holder). Within five (5) Business Days after receipt of such notice, the BorrowersCompany, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, Administrative Agent in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee 79 -73- pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Holder has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender Holder in an amount equal to the amount of the Loans retained by it hereunderit. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Upon the request of the recipient of new Notes or the Administrative Agent, within five (5) days of issuance of such new Notes pursuant to this Section 20.4, the Company shall deliver an opinion of counsel, which may be the general counsel of the Company, addressed to the recipients of the new Notes and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the recipients of the new Notes, the Administrative Agent and the Administrative Agent's Special Counsel. The surrendered Notes shall be cancelled and returned to the BorrowersCompany.
Appears in 1 contract
Samples: Senior Subordinated Note Purchase Agreement (Transtechnology Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.19.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled canceled and returned to the Borrowers.
Appears in 1 contract
Samples: Credit Agreement (Starter Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Note or Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Note or Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.17.4, if requested by the assignor or assignee Bank, the Borrowers shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Note or Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Facility Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Facility Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.20.4 (other than the issuance of any new Notes resulting from an assignment constituting part of the initial syndication of the Loans hereunder), the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Facility Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sassco Fashions LTD /De/)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee or if requested, Eligible Canadian Assignee, as the case may be, in an amount equal to the amount assumed by such assignee Eligible Assignee or Eligible Canadian Assignee, as the case may be, pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 20.4, upon the request of the holders of such New Notes the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Dave & Busters Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)18.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes are secured by the Collateral with the same validity, enforceability and priority as if given on the Effective Date, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance --------- executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this (S)20.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Revolving Credit (Mapics Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 11.3.4, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowers.
Appears in 1 contract
Samples: Mortgage Warehousing Credit and Security Agreement (Charter Municipal Mortgage Acceptance Co)
New Notes. Upon its their receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent Agents shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable AgentAgents, in exchange for each surrendered Note, a new Note or Notes to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note or Notes to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be substantially in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 19.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Agents, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit and Gold Consignment Agreement (Whitehall Jewellers Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrowers and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the Borrowers, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this Section 21.4 and at the request of the Agent, the Borrowers shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the Borrowersapplicable Borrower.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Russell-Stanley Holdings Inc)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersCompany, Hasbro SA and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersCompany and, solely with respect to the Hasbro SA Loans, Hasbro SA, each at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. The surrendered Notes shall be cancelled and returned to the BorrowersCompany.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption executed by the parties to such assignment, Acceptance (together --------- with each Note subject to such assignment) or Instrument of Accession, to as the extent applicablecase may be, executed by the Applicable parties thereto the Administrative Agent shall (ai) record the information contained therein in the Applicable Register, and (bii) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee or Acceding Bank, as the case may be, in an amount equal to the amount assumed by such assignee Eligible Assignee or Acceding Bank, as the case may be, pursuant to such Assignment and Assumption Acceptance or Instrument of Adherence, as the case may be, and, in the event of an assignment, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.17.4, the Borrower shall deliver an opinion of counsel, addressed to the Banks and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee in an amount equal to the amount assumed by such assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit and Term Loan Agreement (Emmis Communications Corp)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations Loans hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered NotesNotes and that they do not constitute a novation, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within five (5) days of issuance of any new Notes pursuant to this ss.18.4, the Borrower shall deliver an opinion of counsel, addressed to the Lenders and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, and that the Obligations evidenced by the new Notes are secured by the Collateral with the same validity, enforceability and priority as if given on the Effective Date, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by --------- the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Banks (other than the assigning Bank). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Eligible Assignee in an amount equal to the amount assumed by such assignee Eligible Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender Bank has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender Bank in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such in Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. As soon as reasonably practicable but in any event within thirty (30) days of issuance of any new Notes pursuant to this (S)22.4, the Borrower shall deliver an opinion of counsel (which may be the General Counsel of the Borrower), addressed to the Banks and the Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Banks. The surrendered Notes shall be cancelled canceled and returned to the BorrowersBorrower.
Appears in 1 contract
Samples: Credit and Term Loan Agreement (Petro Stopping Centers L P)
New Notes. Upon its receipt of an Assignment and Assumption Acceptance executed by the parties to such assignment, together with each Note subject to such assignment, to the extent applicable, the Applicable Administrative Agent shall (a) record the information contained therein in the Applicable Register, and (b) give prompt notice thereof to the BorrowersBorrower and the Lenders (other than the assigning Lender). Within five (5) Business Days after receipt of such notice, the BorrowersBorrower, at their its own expense, shall, upon the request of such assignee made through the Applicable Agent, shall execute and deliver to the Applicable Administrative Agent, in exchange for each surrendered Note, a new Note to the order of such assignee Assignee in an amount equal to the amount assumed by such assignee Assignee pursuant to such Assignment and Assumption Acceptance and, if the assigning Lender has retained some portion of its obligations hereunder, upon the request of such assigning Lender made through the Applicable Agent, a new Note to the order of the assigning Lender in an amount equal to the amount retained by it hereunder. Such new Notes shall provide that they are replacements for the surrendered Notes, shall be in an aggregate principal amount equal to the aggregate principal amount of the surrendered Notes, shall be dated the effective date of such Assignment and Assumption Acceptance and shall otherwise be in substantially the form of the assigned Notes. Within twenty (20) Business Days after issuance of any new Notes pursuant to this Section 11.8, the Borrower shall deliver, upon the request of the assignee Lender, an opinion of counsel, addressed to the Lenders and the Administrative Agent, relating to the due authorization, execution and delivery of such new Notes and the legality, validity and binding effect thereof, in form and substance satisfactory to the Lenders. The surrendered Notes shall be cancelled and returned to the BorrowersBorrower.
Appears in 1 contract
