Common use of Notes Clause in Contracts

Notes. Any Lender may request that Loans made by it be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 5 contracts

Sources: Credit Agreement (Sitio Royalties Corp.), Credit Agreement (STR Sub Inc.), Credit Agreement (Sitio Royalties Corp.)

Notes. Any Lender may Upon request that of a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 5 contracts

Sources: Credit Agreement (Ultra Petroleum Corp), Credit Agreement (Ultra Petroleum Corp), Credit Agreement

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, and (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumptionother Lender, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereto, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note and upon the written request of such Lender, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed. Upon receipt of such replacement Note, such Lender shall promptly return the replaced Note to the Borrower the previously issued Note held by such LenderBorrower. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 5 contracts

Sources: Credit Agreement (Quicksilver Resources Inc), Credit Agreement (Quicksilver Resources Inc), Credit Agreement (Quicksilver Resources Inc)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, as of the effective date of such the Assignment and Assumption, amendment or other modification, as applicable, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for and/or its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderif applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans by a Lender or affect the validity of such any transfer by any a Lender of its Note.

Appears in 4 contracts

Sources: Credit Agreement (BKV Corp), Credit Agreement (Prairie Operating Co.), Credit Agreement (Prairie Operating Co.)

Notes. Any Lender may Upon the request that of a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, dated (i) as of the date of this Agreement in the case of (i) any Lender party hereto as of the date of this Agreement, and (ii) as of the Effective Date, (ii) effective date of the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the each case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule Schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule Schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Sources: Credit Agreement (Northern Oil & Gas, Inc.), Credit Agreement (Northern Oil & Gas, Inc.), Credit Agreement (Riviera Resources, LLC)

Notes. Any Lender may request that To the extent so requested by such Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of Borrower shall, to the extent so requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return thereafter deliver to the Borrower the previously issued replaced Note held by such Lendermarked cancelled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Sources: Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.)

Notes. Any Lender may request that (a) Upon each Lender’s request, the Revolving Credit Loans made by it such Lender shall be evidenced by a single Revolving Credit Note, dated, in the case of (i) any Lender party hereto as duly executed on behalf of the date of this AgreementBorrower, as of dated the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a an aggregate principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Commitment. (b) Upon the Swingline Lender’s request, the Revolving Credit Amount increases or decreases for any reason (whether pursuant Loans made by the Swingline Lender with respect to Section 2.06Swingline Loans shall be evidenced by a Swingline Note, Section 12.04(b) or otherwise)duly executed on behalf of the Borrower, upon dated the request Effective Date, payable to the order of such the Swingline Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a an aggregate principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such the Swingline Loan Ceiling. (c) Each Lender shall promptly return to is hereby authorized by the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect any the obligation of the Borrower to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or Note and upon cancellation of such Note, the Borrower will issue, in lieu thereof, a replacement Note in favor of such Lender, in the same principal amount thereof and otherwise of like tenor at no expense to the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Sources: Credit Agreement (Pier 1 Imports Inc/De), Credit Agreement (Pier 1 Imports Inc/De), Credit Agreement (Pier 1 Imports Inc/De)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swing Line Loans) made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A-1, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c13.06(b), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Revolving Credit Amount Commitment as originally in effect on such date, and otherwise duly completedcompleted and such substitute Notes as required by Section 13.06(b). In The Swing Line Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swing Line Lender resulting from the advances under Section 2.06, Section 12.04(b2.01(c) or otherwise), upon the request shall be evidenced by a promissory note of such Lender, the Borrower shall deliver or cause to be delivered on in substantially the effective date form of such increase or decreaseExhibit A-2, a new Note dated the Closing Date and payable to such the Swing Line Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwing Line Commitment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteNotes.

Appears in 4 contracts

Sources: Credit Agreement (Wca Waste Corp), Credit Agreement (Wca Waste Corp), Credit Agreement (Wca Waste Corp)

Notes. Any Lender may Upon request that of any Lender, the Loans made by it each such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Lender that increases or decreases its Elected Commitment or Maximum Credit Amount for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise) or becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increaseincrease or decrease, as applicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, as applicable, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 4 contracts

Sources: Credit Agreement (WildHorse Resource Development Corp), Credit Agreement (WildHorse Resource Development Corp), Credit Agreement (Memorial Resource Development Corp.)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (ia) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iiic) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Sources: Credit Agreement (Oasis Petroleum Inc.), Credit Agreement (Oasis Petroleum Inc.), Credit Agreement (Oasis Petroleum Inc.)

Notes. Any Lender may request that (i) The Three-Year Facility Revolving Credit Loans made by it each Lender shall be evidenced by a single Note, dated, promissory note of the Company substantially in the case form of (i) any Lender party hereto as of EXHIBIT A hereto, dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such Lender in a principal amount equal to the amount of its Maximum Three-Year Facility Revolving Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In ; and (ii) the event that any Lender’s Maximum 364-Day Facility Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06Loans made by each Lender shall be evidenced by a single promissory note of the Company substantially in the form of EXHIBIT B hereto, Section 12.04(b) or otherwise)dated the date hereof, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to the amount of its Maximum 364-Day Facility Revolving Credit Amount after giving Commitment as originally in effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. completed. (b) The date, amount, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Loan made by each LenderLender to the Company, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of any Note evidencing the Loans held by it, may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by thereof; PROVIDED that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Company to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Note in respect of such Loans Loans. (c) No Lender shall be entitled to have its Notes substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer Lender's relevant Commitment, Loans and Note pursuant to Section 12.7 hereof (and, if requested by any Lender of its Lender, the Company agrees to so exchange any Note).

Appears in 3 contracts

Sources: Credit Agreement (Genzyme Corp), Credit Agreement (Genzyme Corp), Credit Agreement (Genzyme Corp)

Notes. Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The entries made in the accounts maintained pursuant to this Section 2.02(d) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement. Any Lender may request that Loans made by it be evidenced by a single Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in the form of Exhibit A dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. Thereafter, the Loans evidenced by such Note and interest thereon shall at all times (including after assignment pursuant to Section 12.04) be represented by one or more Notes in such form payable to the payee named therein (or, if such Note is a registered note, to such payee and its registered assigns). In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Sources: Senior Secured Revolving Credit Agreement (Halcon Resources Corp), Senior Secured Revolving Credit Agreement (Halcon Resources Corp), Senior Secured Debtor in Possession Revolving Credit Agreement (Halcon Resources Corp)

Notes. Any Lender may request that The Revolving Loans made by it each Revolving Lender shall at the request of such Revolving Lender be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as promissory note of the date Borrower in substantially the form of this AgreementExhibit A-1 hereto, as of dated (a) the Effective Closing Date, (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, pursuant to Section 12.06(b) or (iiic) in the case of a effective date that any Revolving Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Revolving Commitment Amount pursuant to Section 2.06(c2.03(d), as of the effective date of such increasein each case, payable to such Revolving Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request Swingline Lender shall be evidenced by a single promissory note of such Lender, the Borrower shall deliver or cause to be delivered on in substantially the effective date form of such increase or decreaseExhibit A-2 hereto, a new Note dated the Closing Date and payable to such the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Sublimit. The date, amount, Type, interest rate and, if applicable, Interest Period of each Revolving Loan made by each Revolving Lender, and all payments made on account of the principal thereof, may shall be recorded by such Revolving Lender on its books for its Revolving Note. The date, andamount and interest rate of each Swingline Loan made by the Swingline Lender, prior to any transferand all payments made on account of the principal thereof, may shall be endorsed recorded by such the Swingline Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderits books for the Swingline Note. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Sources: Credit Agreement (Black Stone Minerals, L.P.), Credit Agreement (Black Stone Minerals, L.P.), Credit Agreement (Black Stone Minerals, L.P.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Revolving Commitments or Aggregate Term Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Revolving Commitment or Term Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Revolving Commitment or Term Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Revolving Commitment or Term Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Sources: Senior Secured Credit Agreement (Exterran Partners, L.P.), Senior Secured Credit Agreement (Universal Compression Partners, L.P.), Senior Secured Credit Agreement (Universal Compression Partners, L.P.)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall be evidenced by a single Note, of the Borrower in substantially the form of Exhibit A, dated, (i) in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount Amount, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note Note, payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed, whereupon such Lender shall will promptly return to the Borrower the previously issued Note held by such LenderNotes so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Note.

Appears in 3 contracts

Sources: Credit Agreement (Centennial Resource Development, Inc.), Credit Agreement (Centennial Resource Development, Inc.), Credit Agreement (Centennial Resource Development, Inc.)

Notes. Any Lender may request that (a) If requested by any Bank, the Revolving Loans made by it of such Bank to Borrower shall be evidenced by a single Note, dated, in Revolving Credit Note of Borrower payable to the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date order of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender Bank in a principal amount equal to its Maximum the amount of such Bank’s Revolving Credit Amount Commitment, each of which Revolving Credit Notes shall be in substantially the form of Exhibit A-1 attached hereto and incorporated herein by reference (with appropriate insertions) (collectively, as the same may from time to time be amended, modified, extended, renewed, restated or replaced (including, without limitation, any Revolving Credit Note issued in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum full or partial replacement of an existing Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwiseNote as a result of an assignment by a Bank), upon the request of such Lender“Revolving Credit Notes”). (b) If requested by the Swingline Bank, the Swingline Loans shall be evidenced by a Swingline Credit Note of Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender the order of the Swingline Bank in a principal amount equal to the Swingline Commitment, which Swingline Note shall be in substantially the form of Exhibit A-2 attached hereto and incorporated herein by reference (the “Swingline Note”). (c) Each Bank shall record in its Maximum Credit Amount after giving effect to such increase or decrease, books and otherwise duly completed and such Lender shall promptly return to records the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Type and Interest Period (if any) of each Loan made by it to Borrower and the date and amount of each Lenderpayment of principal and/or interest made by Borrower with respect thereto; provided, however, that the obligation of Borrower to repay each Loan made by a Bank to Borrower under this Agreement shall be absolute and all payments made on account unconditional, notwithstanding any failure of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or any mistake by such Bank in connection with any such recordation. The books and records of each Bank showing the account between such Bank and Borrower shall be conclusive evidence of the items set forth therein in the absence of manifest error. (d) The Administrative Agent shall maintain the Register pursuant to Section 9.09(h), and a subaccount for each Bank, in which Register and subaccounts (taken together) shall be recorded (i) date, amount, Type and Interest Period (if any) of each such Loan, (ii) the amount of any principal or interest due and payable or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations become due and payable from Borrower to each Bank hereunder in respect of each such Loans Loan and (iii) the amount of any sum received by the Administrative Agent hereunder from Borrower in respect of each such Loan and each Bank’s share thereof. (e) The entries made in the books, records and Register and subaccounts maintained pursuant to Section 2.03(c) (and, if consistent with the entries of the Administrative Agent, Section 2.03(d)) shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations of Borrower therein recorded; provided, however, that the failure of any Bank or the Administrative Agent to maintain such account, such Register or such subaccount, as applicable, or any error therein, shall not in any manner affect the validity obligation of Borrower to repay (with applicable interest) the Loans made to Borrower by such transfer by any Lender Bank in accordance with the terms of its Notethis Agreement.

Appears in 3 contracts

Sources: Loan Agreement (Laclede Gas Co), Loan Agreement (Laclede Group Inc), Loan Agreement (Laclede Group Inc)

Notes. Any Lender may request that (a) If requested by any Bank, the Revolving Loans made by it of such Bank to Borrower shall be evidenced by a single Note, dated, in Revolving Credit Note of Borrower payable to the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date order of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender Bank in a principal amount equal to its Maximum the amount of such Bank’s Revolving Credit Amount Commitment, each of which Revolving Credit Notes shall be in substantially the form of Exhibit A-1 attached hereto and incorporated herein by reference (with appropriate insertions) (collectively, as the same may from time to time be amended, modified, extended, renewed, restated or replaced (including, without limitation, any Revolving Credit Note issued in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum full or partial replacement of an existing Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwiseNote as a result of an assignment by a Bank), upon the request of such Lender“Revolving Credit Notes”). (b) If requested by the Swingline Bank, the Swingline Loans shall be evidenced by a Swingline Note of Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender the order of the Swingline Bank in a principal amount equal to the Swingline Commitment, which Swingline Note shall be in substantially the form of Exhibit A-2 attached hereto and incorporated herein by reference (the “Swingline Note”). (c) Each Bank shall record in its Maximum Credit Amount after giving effect to such increase or decrease, books and otherwise duly completed and such Lender shall promptly return to records the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Type and Interest Period (if any) of each Loan made by it to Borrower and the date and amount of each Lenderpayment of principal and/or interest made by Borrower with respect thereto; provided, however, that the obligation of Borrower to repay each Loan made by a Bank to Borrower under this Agreement shall be absolute and all payments made on account unconditional, notwithstanding any failure of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or any mistake by such Bank in connection with any such recordation. The books and records of each Bank showing the account between such Bank and Borrower shall be conclusive evidence of the items set forth therein in the absence of manifest error. (d) The Administrative Agent shall maintain the Register pursuant to Section 9.09(h), and a subaccount for each Bank, in which Register and subaccounts (taken together) shall be recorded (i) date, amount, Type and Interest Period (if any) of each such Loan, (ii) the amount of any principal or interest due and payable or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations become due and payable from Borrower to each Bank hereunder in respect of each such Loans Loan and (iii) the amount of any sum received by the Administrative Agent hereunder from Borrower in respect of each such Loan and each Bank’s share thereof. (e) The entries made in the books, records and Register and subaccounts maintained pursuant to Section 2.03(c) (and, if consistent with the entries of the Administrative Agent, Section 2.03(d)) shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations of Borrower therein recorded; provided, however, that the failure of any Bank or the Administrative Agent to maintain such account, such Register or such subaccount, as applicable, or any error therein, shall not in any manner affect the validity obligation of Borrower to repay (with applicable interest) the Loans made to Borrower by such transfer by any Lender Bank in accordance with the terms of its Notethis Agreement.

Appears in 3 contracts

Sources: Loan Agreement (Laclede Gas Co), Loan Agreement (Laclede Gas Co), Loan Agreement (Laclede Group Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall, if requested by such Lender in writing, be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such the affected Lender shall promptly return deliver the Note being replaced to the Borrower the previously issued Note held by such Lenderimmediately. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 3 contracts

Sources: Credit Agreement (Constellation Energy Partners LLC), Credit Agreement (Constellation Energy Partners LLC), Credit Agreement (Constellation Energy Partners LLC)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or Section 2.11, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaserelevant Incremental Increase, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.11, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Senior Secured Revolving Credit Agreement (Swift Energy Co), Senior Secured Revolving Credit Agreement (Swift Energy Co)

Notes. Any Lender may request that the Loans made by it such Lender be evidenced by a single Revolving Credit Note or Term Note, as applicable, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Revolving Commitments or Aggregate Term Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Revolving Commitment or Term Commitment, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Revolving Commitment or Term Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon at the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Revolving Credit Note or Term Note, as applicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount Revolving Commitment or Term Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Senior Secured Credit Agreement (Exterran Partners, L.P.), Senior Secured Credit Agreement (Exterran Partners, L.P.)

Notes. Any Lender may request that The Loans made by it each Lender shall (if requested by such Lender) be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender and its registered assigns in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteLoans.

Appears in 2 contracts

Sources: Credit Agreement (Comstock Resources Inc), Credit Agreement (SM Energy Co)

Notes. Any Lender may request that the Term Loans and/or Revolving Loans, as applicable, made by it such Lender be evidenced by a single Term Loan Note or Revolving Note, as applicable, dated, in the case of (i) any Lender party hereto as of the date of this AgreementInitial Availability Date, as of the Effective Initial Availability Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Revolving Commitments pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Term Loan Commitment (or, for any Term Loan Note issued following the Initial Availability Date, in an amount equal to the principal amount of the Term Loan held by such Term Loan Lender) or its Revolving Commitment as in effect on such date, as applicable and in each case denominated in US Dollars, and otherwise duly completed. In the event that any Revolving Lender’s Maximum Credit Amount Revolving Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), upon at the request of such Revolving Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Revolving Note payable to such Revolving Lender in a principal amount equal to its Maximum Credit Amount Revolving Commitment (denominated in US Dollars) after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return completed. In the event any Term Loan Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(c) or otherwise), the Borrower shall, upon request of such Term Loan Lender, deliver or cause to be delivered, on the previously issued effective date of such increase, a new Term Loan Note held by payable to such LenderTerm Loan Lender in a principal amount equal to its outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and each Revolving Loan made by each Lender, Lender and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteTerm Loan Note and Revolving Notes, as applicable, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Term Loan Note and/or Revolving Note.

Appears in 2 contracts

Sources: Credit Agreement (Exterran Corp), Credit Agreement (Exterran Holdings Inc.)

Notes. Any Lender may request that Loans If requested by a Lender, the Term Loan and Revolving Loans, as applicable, made by it such Lender shall be evidenced by a single Term Loan Note or Revolving Credit Note, as applicable, of the Borrower in substantially the form of Exhibit A and Exhibit B, respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, each payable to such Lender in a principal amount equal to its Term Loan Commitment (or, for any Term Loan Note issued followed the Effective Date, in an amount equal to the principal amount of the Term Loan held by such Term Lender) or its Maximum Revolving Credit Amount Amount, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Maximum Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed, whereupon such Lender shall will promptly return to the Borrower the previously issued Note held by Notes so replaced. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered, to the extent such Term Lender is then holding a Term Loan Note, on the effective date of such increase, a new Term Loan Note payable to such Term Lender in a principal amount equal to its outstanding Term Loans as of such date, whereupon such Lender will promptly return to the Borrower the Notes so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Term Loan Note and Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Appears in 2 contracts

Sources: Credit Agreement (Centennial Resource Development, Inc.), Credit Agreement (Centennial Resource Development, Inc.)

Notes. Any Lender may request that Loans If requested by any Lender, the Term Loan and Revolving Loans, as applicable, made by it such Lender shall be evidenced by a single Revolving Credit Note or Term Loan Note, as applicable, made by the Borrower in substantially the form of Exhibit B-1 and Exhibit B-2, respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, each payable to such Lender or its registered assigns in a principal amount equal to its Maximum the principal amount of the Term Loans held by such Term Lender or any Revolving Credit Amount Lender’s Revolving Credit Commitment, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Maximum Revolving Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Revolving Credit Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender or its registered assigns in a principal amount equal to its Maximum such Revolving Credit Amount Lender’s Revolving Credit Commitment after giving effect to such increase or decrease, and otherwise duly completed and completed. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender shall promptly return Term Lender, deliver or cause to be delivered, to the Borrower extent such Term Lender is then holding a Term Loan Note, on the previously issued effective date of such increase, a new Term Loan Note held by payable to such Term Lender or its registered assigns in a principal amount equal to such Term Lender’s outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Term Lender and Revolving Credit Lender, respectively, and all payments made on account of the principal thereof, may shall be recorded by such Term Lender or Revolving Credit Lender, as applicable, on its books for its such Term Lender’s Term Loan Note and such Revolving Credit Lender’s Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Appears in 2 contracts

Sources: Credit Agreement (Grizzly Energy, LLC), Credit Agreement (Vanguard Natural Resources, Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Ellora Energy Inc), Credit Agreement (Ellora Energy Inc)

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Parsley Energy, Inc.), Credit Agreement (Parsley Energy, Inc.)

Notes. Any Lender may request that (a) The Syndicated Loans made by it of each Bank shall be evidenced by a single NoteSyndicated Note payable to the order of such Bank for the account of its Lending Office in an amount equal to the original principal amount of such Bank’s Commitment. (b) The Money Market Loans made by any Bank to the Borrower shall be evidenced by a single Money Market Note payable to the order of such Bank for the account of its Lending Office. (c) The Swing Line Loans made by the Swing Line Lender to the Borrower shall be evidenced by a single Swing Line Note payable to the order of the Swing Line Lender. (d) Upon receipt of each Bank’s Notes pursuant to Section 3.01, datedthe Agent shall deliver such Notes to such Bank. Each Bank shall record, and prior to any transfer of its Notes shall endorse on the schedule forming a part thereof appropriate notations to evidence, the date, amount and maturity of, and effective interest rate for, each Loan made by it, the date and amount of each payment of principal made by the Borrower with respect thereto and whether, in the case of (i) any Lender party hereto as of the date of this Agreementsuch Bank’s Syndicated Note, as of the Effective Date, (ii) any Lender that becomes such Syndicated Loan is a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, Base Rate Loan or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateEuro-Dollar Loan, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower schedule shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account constitute rebuttable presumptive evidence of the principal thereofamount owing and unpaid on such Bank’s Notes; provided that the failure of any Bank to make, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make error in making, any such notation recordation or to attach a schedule endorsement shall not affect any Lender’s the obligation of the Borrower hereunder or under the Notes or the Borrower’s rights or obligations in respect ability of any Bank to assign its Notes. Each Bank is hereby irrevocably authorized by the Borrower so to endorse its Notes and to attach to and make a part of any Note a continuation of any such Loans or affect the validity of such transfer by any Lender of its Noteschedule as and when required.

Appears in 2 contracts

Sources: Credit Agreement (Outback Steakhouse Inc), Credit Agreement (Outback Steakhouse Inc)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, as of the effective date of such the Assignment and AssumptionAssumption or other amendment or modification, as applicable, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Commitments pursuant to Section 2.06(c2.07(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on delivered, to the effective date of extent such increase or decreaseLender is then holding a Note, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return its prior Note to the Borrower the previously issued Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note held by such Lenderhas been lost and (in any event) has been canceled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Coterra Energy Inc.), Credit Agreement (Coterra Energy Inc.)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, as of the effective date of such the Assignment and AssumptionAssumption or other amendment or modification, as applicable, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return its prior Note to the Borrower the previously issued Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note held by such Lenderhas been lost and (in any event) has been canceled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Cabot Oil & Gas Corp), Credit Agreement (Cabot Oil & Gas Corp)

Notes. Any Borrower shall execute and deliver on the Closing Date to each Lender may request (or to Administrative Agent for that Loans made Lender if requested by it be evidenced by such Lender) (a) a single Note, datedTranche A Term Loan Note substantially in the form of EXHIBIT V annexed hereto to evidence that Lender's Tranche A Term Loan, in the case principal amount of that Lender's Tranche A Term Loan and with other appropriate insertions, (ib) a Tranche B Term Loan Note substantially in the form of EXHIBIT VI annexed hereto to evidence that Lender's Tranche B Term Loan, in the principal amount of that Lender's Tranche B Term Loan and with other appropriate insertions, and (c) a Revolving Note substantially in the form of EXHIBIT VII annexed hereto to evidence that Lender's Revolving Loans, in the principal amount of that Lender's Revolving Loan Commitment and with other appropriate insertions. Administrative Agent may deem and treat the payee of any Lender party hereto Note as the owner thereof for all purposes hereof unless and until an Assignment Agreement effecting the assignment or transfer thereof shall have been accepted by Administrative Agent as provided in subsection 10.1B(ii). Any request, authorization or consent of any person or entity who, at the time of making such request or giving such authority or consent, is the holder of any Note shall be conclusive and binding on any subsequent holder, assignee or transferee of that Note or of any Note or Notes issued in exchange therefor. If Borrower increases the aggregate principal amount of the date of this AgreementTerm Loans or Revolving Loan Commitments, as of the Effective Datecase may be, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumptionsubsection 2.1A(iv), Borrower shall issue replacement Term Notes or Revolving Notes, as of the effective date of such Assignment and Assumption, or (iii) in the case of a may be, to each Increasing Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant (or to Section 2.06(c)Administrative Agent for such Increasing Lender) and new Term Notes or Revolving Notes, as of the effective date of such increasecase may be, payable to such each New Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Administrative Agent for such New Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note).

Appears in 2 contracts

Sources: Credit Agreement (Integrated Defense Technologies Inc), Credit Agreement (Integrated Defense Technologies Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower upon request by such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAcceptance, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseAcceptance, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.6, Section 12.04(b) 12.5 or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans Loans. Upon surrender of any Note at the principal office of the Administrative Agent for registration of transfer or affect exchange (and in the validity case of a surrender for registration of transfer, duly endorsed or accompanied by a written instrument of transfer duly executed by the registered holder or its attorney duly authorized in writing and accompanied by the address for notices of each transferee of such transfer Note or part thereof), and an assignment agreement in form and substance acceptable to the Administrative Agent whereby the assignee holder agrees to be bound by any Lender of its Notethe terms hereof that are applicable to holders, shall execute and deliver, at the Borrower’s expense, a new Note in exchange therefor.

Appears in 2 contracts

Sources: Credit Agreement (Resaca Exploitation, Inc.), Credit Agreement (Resaca Exploitation, Inc.)

Notes. Any Lender may Upon the request that of any applicable Lender, (a) the Revolver Loans made by it each Revolver Lender shall be evidenced by a single Note, dated, in the case Revolver Note dated as of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to the effective date of an Assignment and Assumption, as of payable to the effective date order of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Revolver Lender in a principal amount equal to its Maximum Credit Revolver Amount as originally in effect on such date, and otherwise duly completed. In completed and such substitute Notes as required by Section 12.06; (b) the event that any Lender’s Maximum Credit Amount increases Term Loan made by each Term Loan Lender shall be evidenced by a Term Loan Note dated as of (i) the Closing Date or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(bii) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decreasean Assignment and Assumption, a new Note payable to the order of such Term Loan Lender in a principal amount equal to its Maximum Credit Term Loan Amount after giving as originally in effect to such increase or decrease, and otherwise duly completed and such substitute Term Loan Notes as required by Section 12.06; and (c) the Swingline Loan made by the Swingline Lender shall promptly return be evidenced by a Swingline Note in a principal amount equal to the Borrower the previously issued Note held its Swingline Commitment as originally in effect and otherwise duly completed and such substitute Notes as required by such LenderSection 12.06. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Revolving Credit and Term Loan Agreement (Atlas Pipeline Holdings, L.P.), Revolving Credit and Term Loan Agreement (Atlas Pipeline Partners Lp)

Notes. Any Lender may request that All Revolving Credit Loans made by it each Revolving Credit Lender under this Agreement shall be evidenced by by, and repaid with interest in accordance with, a single Note, datedRevolving Credit Note of the Borrower in substantially the form of Exhibit C-1 hereto, in the each case of (i) any Lender party hereto as of duly completed, dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Revolving Credit Lender in a principal amount equal for the account of its applicable Lending Office, such Revolving Credit Note to its Maximum represent the obligation of the Borrower to repay the Revolving Credit Amount as in effect on Loans made by such dateRevolving Credit Lender. All Term Loans made by each Term Loan Lender under this Agreement shall be evidenced by, and otherwise repaid with interest in accordance with, a single Term Loan Note of the Borrower in substantially the form of Exhibit C-2 hereto, in each case duly completed. In , dated the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decreasethis Agreement, a new Note and payable to such Term Loan Lender in a for the account of its applicable Lending Office, such Term Loan Note to represent the obligation of the Borrower to repay the Term Loans made by such Term Loan Lender. Each Lender is hereby authorized by the Borrower to endorse on the schedule attached to the Note or Notes held by it the amount and type of such applicable Loan and each renewal, conversion, and payment of principal amount equal to received by such applicable Lender for the account of its Maximum Credit Amount after giving effect to such increase or decreaseapplicable Lending Office on account of its applicable Loans, and otherwise duly completed and such Lender shall promptly return which endorsement shall, in the absence of manifest error, be conclusive as to the outstanding balance of such Loans made by such Lender; provided, however, that the failure to make such notation with respect to any Loan or renewal, conversion, or payment shall not limit or otherwise affect the obligations of the Borrower under this Agreement or the previously issued Note or Notes held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderAll Revolving Credit Loans shall be repaid on the Revolving Credit Termination Date, and all payments made Term Loans shall be repaid on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteTerm Loan Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Beazer Homes Usa Inc), Credit Agreement (Beazer Homes Usa Inc)

Notes. Any Lender may request that (a) The Tranche A Loans made by it the Lender hereunder shall be evidenced by a single Notepromissory note of the Borrowers in substantially the form of Exhibit A-1 hereto, dated, in the case of (i) any Lender party hereto dated as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such the Lender in a principal amount equal to its Maximum Credit Amount the amount of the Tranche A Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective The date of such increase or decrease, a new Note payable to such Lender in a principal and amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Tranche A Loan made by each Lenderthe Lender to the Borrowers, and all payments and prepayments made on account of the principal thereof, may shall be recorded by such the Lender on its books for its Note, and, prior to any transfertransfer of the Tranche A Note, may be endorsed by such the Lender on a the schedule attached to such Tranche A Note or any continuation thereof or on thereof; provided, however, that any separate record maintained failure by such Lender. Failure the Lender to make any such notation or to attach a schedule shall not affect any Lender’s the obligations of the Borrowers hereunder or the Borrower’s rights or obligations under such Tranche A Note in respect of such obligations. (b) The Tranche B Loans made by the Lender hereunder shall be evidenced by a single promissory note of the Borrowers in substantially the form of Exhibit A-2 hereto, dated as of the date hereof, payable to the Lender in a principal amount equal to the amount of the Tranche B Commitment as originally in effect and otherwise duly completed. The date and amount of each Tranche B Loan made by the Lender to the Borrowers, and all payments and prepayments made on account of the principal thereof, shall be recorded by the Lender on its books and, prior to any transfer of the Tranche B Note, endorsed by the Lender on the schedule attached to such Tranche B Note or any continuation thereof; provided, however, that any failure by the Lender to make any such notation shall not affect the validity obligations of the Borrowers hereunder or under such Tranche B Note in respect of such transfer by any Lender of its Noteobligations.

Appears in 2 contracts

Sources: Credit Agreement (Chatterjee Purnendu), Credit Agreement (Geotek Communications Inc)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseamendment, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Revolving Credit Agreement (Southcross Energy Partners, L.P.), Revolving Credit Agreement

Notes. Any (a) The Revolving Credit Loans of each Lender to Borrower shall be evidenced, respectively, by a Revolving Credit Note of Borrower payable to the order of such Lender in principal amounts equal to the amount of such Lender’s Revolving Credit Commitment, each shall be in substantially the form of Exhibit B attached hereto and incorporated herein by reference with appropriate insertions (the “Revolving Credit Note” and, collectively, as the same may request that from time to time be amended, modified, extended, renewed, restated or replaced (including, without limitation, any Revolving Credit Note issued in full or partial replacement as a result of an assignment by a Lender), the “Revolving Credit Notes”). (b) The Swing Line Loans made by it of U.S. Bank to Borrower shall be evidenced by a single Note, dated, in the case Swing Line Note of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, Borrower payable to such Lender the order of U.S. Bank in a principal amount equal to its Maximum Credit Amount the amount of the Swing Line Commitment, which Swing Line Note shall be in substantially the form of Exhibit C attached hereto and incorporated herein by reference (with appropriate insertions) (as in effect on such datethe same may from time to time be amended, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases modified extended, renewed or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lenderrestated, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such “Swing Line Note”). (c) Each Lender shall promptly return to record in its books and records the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period type and maturity of each Loan made by it and the date and amount of each Lenderpayment of principal and/or interest made by Borrower with respect thereto; provided, however, that the obligation of Borrower to repay each Loan made to Borrower under this Agreement shall be absolute and all payments made on account unconditional, notwithstanding any failure of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation recordation or any mistake by such Lender in connection with any such recordation. The books and records of each Lender showing the account between such Lender and Borrower shall be, to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations extent they are made in respect accordance with the terms of such Loans or affect the validity Transaction Documents, conclusive evidence of such transfer by any Lender the items set forth therein in the absence of its Notedemonstrable error.

Appears in 2 contracts

Sources: Loan Agreement (Schiff Nutrition International, Inc.), Loan Agreement (Schiff Nutrition International, Inc.)

Notes. Any Lender may request that The Committed Loans made by it shall be evidenced by a single Note, dated, promissory notes of the Borrower substantially in the case form of (i) any Lender party hereto Exhibit A hereto, with appropriate insertions, payable to the order of the Lenders, dated as of the date hereof, and for each Lender in the face amount of this Agreement, as such Lender's Commitment (the "Committed Loan Notes"). The Competitive Bid Loan made by each Lender shall be evidenced by promissory notes of the Effective DateBorrower, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) substantially in the case form of a Lender that becomes a party hereto in connection Exhibit B hereto, with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseappropriate insertions, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request order of such Lender, dated as of the Borrower shall deliver or cause date hereof and in the face amount of the Total Commitment (the "Competitive Bid Loan Notes"). Each Lender is hereby authorized to be delivered record the date and amount of Committed Loans it makes and the date and amount of each payment of principal and interest thereon on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal schedule annexed to its Maximum Credit Amount after giving effect Committed Loan Note or maintained in connection therewith. Each Lender is hereby authorized to such increase or decrease, record the date and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held amount of each Competitive Bid Loan made by such Lender. The date, amountthe maturity date thereof, Type, the date and amount of each payment of principal and interest thereon and the interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender with respect thereto on a schedule attached annexed to such its Competitive Bid Loan Note or maintained in connection therewith. Any such recordation by any continuation thereof or on any separate record maintained by such Lender. Failure Lender shall constitute prima facie evidence of the accuracy of the information so recorded; provided, however, that the failure to make any such notation recordation or to attach a schedule any error in any such recordation shall not affect any Lender’s the obligations of the Borrower hereunder, under the Committed Loan Notes, or under the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteCompetitive Bid Loan Notes.

Appears in 2 contracts

Sources: Extended Revolving Credit Agreement (Costco Wholesale Corp /New), Short Term Revolving Credit Agreement (Costco Wholesale Corp /New)

Notes. Any Lender may request that Loans made by it be evidenced by a single Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon and the Borrower had previously delivered such Lender one or more Notes, such Lender may request of a new Note, and in such Lender, event the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to of the Borrower the previously issued Note held by such LenderNote(s) so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made (or deemed to be made) by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Master Assignment, Agreement and Amendment No. 9 to Credit Agreement (Jones Energy, Inc.), Credit Agreement (Jones Energy, Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s Borrowers’ rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Sanchez Energy Corp), Credit Agreement (Sanchez Energy Corp)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or in an amendment entered into in connection with an increase of the total Commitments pursuant to Section 2.08, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseamendment, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.08, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Revolving Credit Agreement, Revolving Credit Agreement (Southcross Energy Partners, L.P.)

Notes. Any Lender may request that (a) The Facility A Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A-1 hereto, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Percentage Share of the Aggregate Facility A Commitments as in effect on such date, the date of issue and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason completed and such substitute Notes as required by Section 12.06(b). (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon the request The Facility B Loans made by First Union shall be evidenced by a single promissory note of such Lender, the Borrower in substantially the form of Exhibit A-2 hereto dated the Closing Date payable to the order of First Union. (c) The Facility C Loans made by each Lender shall deliver be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A-3 hereto dated (i) the Closing Date or cause to be delivered on (ii) the effective date of such increase or decreasean Assignment pursuant to Section 12.06(b), a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving Percentage Share of the Aggregate Facility C Commitments as in effect to such increase or decrease, on the date of issue and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. completed. (d) The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, may be endorsed by such Lender on a schedule schedules attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteNotes.

Appears in 2 contracts

Sources: Credit Agreement (Kinder Morgan Energy Partners Lp), Credit Agreement (Kinder Morgan Inc)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Agreement, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c)Agreement, as of the effective date of such increaseapplicable, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, Commitment and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section Sections 2.06 or 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Riviera Resources, Inc.), Credit Agreement (Riviera Resources, LLC)

Notes. Any Lender may Upon request that of such Lender, the Loans made by it a Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, datedand, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) or in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Rice Energy Inc.), Credit Agreement (Rice Energy Inc.)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Additional Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increase, as applicable, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.), Senior Secured Revolving Credit Agreement (Silverbow Resources, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment the assignment and Assumptionassumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (St Mary Land & Exploration Co), Credit Agreement (St Mary Land & Exploration Co)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b2.08, Section 12.04(a) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Southcross Energy Partners, L.P.), Credit Agreement (Southcross Energy Partners, L.P.)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swingline Loans) made by it each Revolving Credit Lender shall, at the request of such Revolving Credit Lender, be evidenced by a single Notepromissory note of the Borrowers in substantially the form of Exhibit I-1 to the Original Credit Agreement, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Original Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount as originally in effect on and otherwise duly completed and such datesubstitute Notes as required by Section 12.06(b). The Term Loans made by each Term Lender shall, at the request of such Term Lender, be evidenced by a single promissory note of the Borrowers in substantially the form of Exhibit I-2 to the Original Credit Agreement, dated as of (i) the Restatement Effective Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Term Lender and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swingline Lender resulting from the advances under Section 2.062.01(c) shall, Section 12.04(b) or otherwise), upon at the request of such the Swingline Lender, be evidenced by a promissory note of the Borrower shall deliver or cause Borrowers in substantially the form of Exhibit I-3 to be delivered on the effective date of such increase or decreaseOriginal Credit Agreement, a new Note dated the Original Closing Date, payable to such the order of the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Commitment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (NPC Restaurant Holdings, LLC), Credit Agreement (NPC Operating Co B, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender, if requested by such Lender, shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c2.06(d), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender completed. The replaced Note shall promptly return be deemed cancelled upon delivery from the Borrower to the Borrower the previously issued Note held by Lender of such Lendernew Note. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Epl Oil & Gas, Inc.), Credit Agreement (Energy Partners LTD)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section ‎Section 2.06, Section ‎Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Magnum Hunter Resources Corp), Credit Agreement (Magnum Hunter Resources Corp)

Notes. Any Lender may request that (a) The Syndicated Loans made by it each Bank shall be evidenced by a single promissory note (a "Syndicated Note, dated, ") of the Company substantially in the case form of (i) any Lender party hereto as of the date of this AgreementExhibit A-1 hereto, as of dated the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender Bank in a principal amount equal to the amount of its Maximum Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Typetype, interest rate and, if applicable, Interest Period and maturity date of each Syndicated Loan made by each LenderBank to the Company, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender Bank on its books for its Note, and, prior to any transfertransfer of such Note held by it, may be endorsed by such Lender Bank on a the schedule attached to such Note or any continuation thereof or on thereof. The failure of any separate record maintained by such Lender. Failure Bank to make any such notation or to attach entry or any error in such a schedule notation or entry shall not not, however, limit or otherwise affect any Lender’s obligation of the Company under this Agreement or the Borrower’s rights or obligations Notes. (b) The Money Market Loans made by any Bank shall be evidenced by a single promissory note (a "Money Market Note") of the Company substantially in respect the form of Exhibit A-2 hereto, dated the date of the delivery of such Loans or affect Note to Chase under this Agreement, payable to such Bank and otherwise duly completed. The date, amount, interest rate and maturity date of each Money Market Loan made by each Bank to the validity Company, and each payment made on account of the principal thereof, shall be recorded by such Bank on its books and, prior to any transfer of such Note held by it, endorsed by such Bank on the schedule attached to such Note or any continuation thereof. The failure of any Bank to make any notation or entry or any error in such a notation or entry shall not, however, limit or otherwise affect any obligation of the Company under this Agreement or the Notes. (c) The Loans made by the Swingline Bank shall be evidenced by a single promissory note (a "Swingline Note") of the Company substantially in the form of Exhibit A-3 hereto, dated the Effective Date, payable to the Swingline Bank in a principal amount equal to the amount of the Swingline Commitment as originally in effect and otherwise duly completed. The date, amount, type, interest rate and maturity date of each Swingline Loan made by the Swingline Bank to the Company, and each payment made on account of the principal thereof, shall be recorded by the Swingline Bank on its books and, prior to any transfer of such Note held by it, endorsed by the Swingline Bank on the schedule attached to such Note or any Lender continuation thereof. The failure of its Notethe Swingline Bank to make any notation or entry or any error in such a notation or entry shall not, however, limit or otherwise affect any obligation of the Company under this Agreement or the Notes.

Appears in 2 contracts

Sources: Credit Agreement (Sonat Inc), Credit Agreement (Sonat Inc)

Notes. Any Lender may request that Loans (a) The Borrower’s obligation to pay the principal of, and interest on, each Loan made by it any Lender shall also be evidenced by a single corresponding promissory note duly executed and delivered on the Funding Date by the Borrower to each Lender, substantially in the form of Exhibit B (each, a “Note”). If any Note is lost, stolen, or destroyed, the Borrower shall issue a replacement Note or Notes immediately upon request of the relevant Lender. The execution and delivery by the Borrower of the Notes shall not limit, reduce or otherwise affect the Obligations of the Borrower, and the rights and claims of the Lenders under any Note shall not replace or supersede the rights and claims of any Lender under this Agreement. In the event of a conflict between the terms of this Agreement and any Note, datedthe terms of this Agreement shall prevail. (b) After the effectiveness of an assignment made pursuant to Section 12.3, promptly after receipt of a request by the applicable assignee, the Borrower shall execute and deliver to the applicable assignee, in exchange for the case existing Note evidencing the Loans so assigned theretofore delivered to the assigning Lender pursuant to this Section 2.4, a new Note in substantially the form of (i) any Lender party hereto Exhibit B payable to such assignee, dated as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, applicable Borrowing and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon case of an assignment whereby the request assigning Lender retains a portion of such Lenderits Loans, the Borrower shall also execute and deliver or cause to be such assigning Lender, in exchange for the existing Note evidencing the Loans so assigned theretofore delivered on to the effective date of such increase or decreaseassigning Lender pursuant to this Section 2.4, a new Note in substantially the form of Exhibit B payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decreaseassigning Lender, dated as of the date of the applicable Borrowing and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Any and all payments made on account costs and expenses that arise from this exchange of Notes shall be borne by the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s Assignee or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Noteassigning Lender.

Appears in 2 contracts

Sources: Loan Agreement, Senior Secured Loan Agreement (PCT LLC)

Notes. Any Lender may request that (a) The Syndicated Loans made by it of each Bank shall be evidenced by a single Syndicated Loan Note payable to the order of such Bank for the account of its Lending Office in an amount equal to the original principal amount of such Bank's Commitment. (b) The Money Market Loans made by any Bank to the Borrower shall be evidenced by a single Money Market Loan Note payable to the order of such Bank for the account of its Lending Office in an amount equal to 50% of the original principal amount of the aggregate Commitments. (c) Upon receipt of each Bank's Notes pursuant to Section 4.01, the Agent shall deliver such Notes to such Bank. Each Bank shall record, and prior to any transfer of its Notes shall endorse on the schedules forming a part thereof appropriate notations to evidence, the date, amount and maturity of, and effective interest rate for, each Loan made by it, the date and amount of each payment of principal made by the Borrower with respect thereto, and such schedules of each such Bank's Notes shall constitute rebuttable presumptive evidence of the respective principal amounts owing and unpaid on such Bank's Notes; provided that the failure of any Bank to make, or any error in making, any such recordation or endorsement shall not affect the obligation of the Borrower hereunder or under the Notes or the ability of any Bank to assign its Notes. Each Bank is hereby irrevocably authorized by the Borrower so to endorse its Notes and to attach to and make a part of any Note a continuation of any such schedule as and when required. (d) In the event of loss, theft, destruction, total or partial obliteration, mutilation or inappropriate cancellation of a Note, datedthe Borrower will execute and deliver, in the case of (i) any Lender party hereto lieu thereof, a replacement Note identical in form and substance to such Note and dated as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Gables Residential Trust), Credit Agreement (Gables Realty Limited Partnership)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Bill Barrett Corp), Credit Agreement (Bill Barrett Corp)

Notes. Any Lender may (a) Upon the request that of any Lender, the Revolving Credit Loans made by it such Lender shall be evidenced by a single Revolving Credit Note, dated, in the case of (i) any Lender party hereto as duly executed on behalf of the date of this AgreementBorrowers, as of dated the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, Closing Date payable to such Lender in a an aggregate principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason Commitment. (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon Upon the request of such the Swingline Lender, the Borrower Revolving Credit Loans made by the Swingline Lender with respect to Swingline Loans shall deliver or cause to be delivered evidenced by a Swingline Note, duly executed on behalf of the effective date of such increase or decreaseBorrowers, a new Note dated the Closing Date, payable to such Lender the Swingline Lender, in a an aggregate principal amount equal to its Maximum Credit Amount after giving effect the Swingline Loan Ceiling. (c) Each Lender is hereby authorized by the Borrowers to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Revolving Credit Loan from such Lender, each payment and prepayment of principal of any such Revolving Credit Loan, each payment of interest on any such Revolving Credit Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect the obligation of any Borrower to repay the Revolving Credit Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor at such Lender’s expense.

Appears in 2 contracts

Sources: Credit Agreement (Gymboree Corp), Credit Agreement (Gym-Card, LLC)

Notes. Any If a Lender may shall make a written request that to the Administrative Agent and the Borrower to have its Loans made by it be evidenced by a single Note, then, for each such Lender, the Borrower shall execute and deliver a single Note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Senior Secured Revolving Credit Agreement (Goodrich Petroleum Corp), Senior Secured Revolving Credit Agreement (Goodrich Petroleum Corp)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Oasis Petroleum Inc.), Credit Agreement (Oasis Petroleum Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (ia) any Lender party hereto as of the date of this Agreement, as the date of the Effective Date, this Agreement or (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. In the event that any Lender's Loan increases or decreases for any reason (whether pursuant to Section 13.04(b) or otherwise), upon such Lender's request, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Loan after giving effect to such increase or decrease, and otherwise duly completed. The Administrative Agent shall cause each Lender to provide Borrower with written notice of any transfer.

Appears in 2 contracts

Sources: Credit Agreement (Dune Energy Inc), Credit Agreement (Dune Energy Inc)

Notes. Any Lender may request that (a) The Syndicated Revolving Credit Loans made by it of each Bank shall be evidenced by a single NoteSyndicated Revolving Credit Note payable to the order of such Bank for the account of its Lending Office in an amount equal to the original principal amount of such Bank's Revolving Credit Commitment. (b) The Money Market Loans made by any Bank to the Borrower shall be evidenced by a single Money Market Note payable to the order of such Bank for the account of its Lending Office. (c) The Term Loan of each Bank shall be evidenced by a single Term Loan Note payable to the order of such Bank for the account of its Lending Office in an amount equal to the original principal amount of such Bank's Term Loan Commitment. (d) Upon receipt of each Bank's Notes pursuant to Section 3.01, datedthe Agent shall deliver such Notes to such Bank. Each Bank shall record, and prior to any transfer of its Notes shall endorse on the schedule forming a part thereof appropriate notations to evidence, the date, amount and maturity of, and effective interest rate for, each Syndicated Revolving Credit Loan, Money Market Loan or Term Loan, as the case may be, made by it, the date and amount of each payment of principal made by the Borrower with respect thereto and whether, in the case of (i) any Lender party hereto as of the date of this Agreementsuch Bank's Syndicated Revolving Credit Note or Term Loan Note, such Syndicated Revolving Credit Loan or Term Loan, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of may be, is a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such dateBase Rate Loan or Euro-Dollar Loan, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower schedule shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account constitute rebuttable presumptive evidence of the principal thereofamount owing and unpaid on such Bank's Notes; provided that the failure of any Bank to make, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make error in making, any such notation recordation or to attach a schedule endorsement shall not affect any Lender’s the obligation of the Borrower hereunder or under the Notes or the Borrower’s rights or obligations in respect ability of any Bank to assign its Notes. Each Bank is hereby irrevocably authorized by the Borrower so to endorse its Notes and to attach to and make a part of any Note a continuation of any such Loans or affect the validity of such transfer by any Lender of its Noteschedule as and when required.

Appears in 2 contracts

Sources: Credit Agreement (Cadmus Communications Corp/New), Credit Agreement (Meredith Corp)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section ‎Section 2.06, Section ‎Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Magnum Hunter Resources Corp), Credit Agreement (Magnum Hunter Resources Corp)

Notes. Any Lender may Upon request that of any Lender, the Loans made by it such Lender shall be evidenced by a single Note, datedand, (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Datedate of this Agreement, (ii) in the case of any Additional Lender that becomes a party hereto in connection with an increase in the Elected Commitments pursuant to Section 2.07(f), such Note shall be dated as of the Increase Effective Date or (iii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseeach case, payable to such Lender or it registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) ), or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against the return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Fortis Minerals, LLC), Credit Agreement (Fortis Minerals, Inc.)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement and (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases is decreased for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall upon request deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such any Lender who requested a Note hereunder in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 2 contracts

Sources: Credit Agreement (Resolute Energy Corp), Credit Agreement (Resolute Energy Corp)

Notes. Any Lender may (a) Upon the request that of any Lender, the Revolving Loans made by it such Lender shall be evidenced by a single Revolving Credit Note, dated, in the case of (i) any Lender party hereto as duly executed on behalf of the date of this AgreementBorrowers, as of dated the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment Third Restatement Date and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a an aggregate principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason Commitment. (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon Upon the request of such the Swingline Lender, the Borrower Loans made by the Swingline Lender with respect to Swingline Loans shall deliver or cause to be delivered evidenced by a Swingline Note, duly executed on behalf of the effective date of such increase or decreaseBorrowers, a new Note dated the Third Restatement Date, and payable to such Lender the Swingline Lender, in a an aggregate principal amount equal to its Maximum Credit Amount after giving effect the Swingline Loan Ceiling. (c) Each Lender is hereby authorized by the Borrowers to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Revolving Credit Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect the obligation of any Borrower to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor at such Lender’s expense.

Appears in 1 contract

Sources: Credit Agreement (Michaels Companies, Inc.)

Notes. Any (a) The Loans of each Lender may request that Loans made by it to each Borrower shall be evidenced by a single NoteNote of such Borrower payable to the order of such Lender for the account of its Applicable Lending Office in an amount equal to the aggregate unpaid principal amount of such Lender's Loans. (b) Each Lender may, datedby notice to either Borrower and the Agent, request that its Loans of a particular Type or Class to such Borrower be evidenced by a separate Note in an amount equal to the case aggregate unpaid principal amount of (i) any Lender party such Loans. Each such Note shall be in substantially the form of Exhibit A hereto as with appropriate modifications to reflect the fact that it evidences solely Loans of the date relevant Type or Class. Each reference in this Agreement to the "Note" of this Agreementsuch Lender shall be deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment each Lender's Notes pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender3.01, the Borrower Agent shall deliver or cause forward such Notes to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The Each Lender shall record the date, amount, Type, interest rate and, if applicable, Interest Period Type and Class of each Loan made by it to each LenderBorrower and the date and amount of each payment of principal made with respect thereto, and all payments made on account of the principal thereofmay, may be recorded by if such Lender so elects in connection with any transfer or enforcement of its Note of either Borrower, endorse on its books for its Note, and, prior the schedule forming a part thereof appropriate notations to any transfer, may be endorsed by evidence the foregoing information with respect to each such Lender on a schedule attached Loan to such Note or Borrower then outstanding; provided that the failure of any continuation thereof or on any separate record maintained by such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement, or any error in making such recordation or endorsement, shall not affect the obligations of either Borrower hereunder or under the Notes or any Lender’s or the Borrower’s rights or obligations in respect other Loan Document. Each Lender is hereby irrevocably authorized by each Borrower so to endorse its Notes and to attach to and make a part of any Note a continuation of any such Loans or affect the validity of such transfer by any Lender of its Noteschedule as and when required.

Appears in 1 contract

Sources: Credit Agreement (Metro-Goldwyn-Mayer Inc)

Notes. Any Lender may Upon request that of a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Date, date of this Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseeach case, payable to such Lender in a principal amount equal to its Maximum Credit Amount Loan as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount Loan increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Loan after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly completed, against return to the Borrower of the previously issued Note held by such Lenderso replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Senior Secured Superpriority Debtor in Possession Credit Agreement (Ultra Petroleum Corp)

Notes. Any Lender may request that The Loans made by it the Lenders shall be evidenced by a single Notepromissory note, executed and delivered by the Borrowers, payable to the order of each Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amount pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.06(c), Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record CHAPARRAL ENERGY, L.L.C. SEVENTH RESTATED CREDIT AGREEMENT maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Chaparral Energy, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower to such Lender in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender or its registered assigns in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) 12.04 or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender Lender, in replacement of the Note then outstanding, in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect Loans. Upon assignment of any Note in accordance with the validity terms in this Agreement and surrender of such Note at the principal office of Administrative Agent for registration of transfer or exchange (and in the case of a surrender for registration of transfer, duly endorsed or accompanied by any Lender a written instrument of transfer duly executed by the registered holder or its Noteattorney duly authorized in writing and accompanied by the address for notices of each transferee of such Note or part thereof), and an assignment agreement in form and substance acceptable to Administrative Agent whereby the assignee holder agrees to be bound by the terms hereof that are applicable to holders, the Borrower shall execute and deliver, at Borrower’s expense, a new Note in exchange therefor.

Appears in 1 contract

Sources: Credit Agreement (Synergy Resources Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(a) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Dune Energy Inc)

Notes. Any Lender may request that the Loans made by it shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed (and such Lender the prior Note shall promptly return be destroyed or, upon request of the Borrower, returned to the Borrower with an indication that the previously issued Note held by such Lendersame has been discharged). The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Rex Energy Corp)

Notes. Any Lender may request that (a) The Loans made by it each Lender shall be evidenced by a single NoteNote appropriately completed in substantially the form of Exhibit A. (b) Each Note issued to a Lender shall (i) be executed by the Borrower, dated(ii) be payable to the order of such Lender, (iii) be dated as of the Closing Date (or, in the case of a Note issued after the Closing Date, dated the effective date of the applicable Assignment and Acceptance), (iiv) be in a stated principal amount equal to such Lender's Commitment, (v) bear interest in accordance with the provisions of Section 2.8, as the same may be applicable from time to time to the Loans made by such Lender, and (vi) be entitled to all of the benefits of this Agreement and the other Credit Documents and subject to the provisions hereof and thereof. (c) Each Lender will record on its internal records the amount and Type of each Loan made by it and each payment received by it in respect thereof and will, in the event of any Lender party hereto transfer of any of its Notes, either endorse on the reverse side thereof or on a schedule attached thereto (or any continuation thereof) the outstanding principal amount and Type of the Loans evidenced thereby as of the date of transfer or provide such information on a schedule to the Assignment and Acceptance relating to such transfer; provided, however, that the failure of any Lender to make any such recordation or provide any such information, or any error therein, shall not affect the Borrower's obligations under this AgreementAgreement or the Notes. (d) Upon termination of the Commitments, payment in full of the Loans hereunder, including all accrued but unpaid interest thereon, as well as any premiums or penalties, if any, and the payment of any outstanding fees earned hereunder or pursuant to the terms of any of the Effective DateCredit Documents, (ii) any each Lender that becomes a party hereto pursuant to an Assignment will mark its Note "paid in full" and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its canceled Note.

Appears in 1 contract

Sources: Credit Agreement (Orion Capital Corp)

Notes. Any Lender may request that The Loans made by it each Bank shall (if requested by such Bank) be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A-1 in the case of a Revolving Loan and in substantially the form of Exhibit A-2 in the case of a Term Loan, dated, in the case of (i) any Lender Bank party hereto as of the date of this AgreementClosing Date, as of the Effective Closing Date, (ii) any Lender Bank that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender any Bank that becomes a party hereto in connection with an increase in the Aggregate Elected Revolving Commitment Amount pursuant to Section 2.06(c)) or in connection with a Term Loan Amendment, as of the effective date of such increaseincrease or such Term Loan Amendment, payable to such Lender in a principal amount equal to to, in the case of a Revolving Bank, its Maximum Credit Amount (less its Term Loan Exposure) as in effect on such date, and, in the case of a Term Bank, the outstanding principal amount of its Term Loans on such date, and otherwise duly completed. In the event that any LenderBank’s Maximum Credit Amount or Term Loans increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such LenderBank, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note in exchange for the replaced Note, which replaced Note shall be deemed to be cancelled upon delivery of such new Note to the applicable Bank, payable to such Lender Bank and its registered assigns in a principal amount equal to to, in the case of a Revolving Bank, its Maximum Credit Amount (less its Term Loan Exposure) as in effect on such date after giving effect to such increase or decrease, and, in the case of a Term Bank, the outstanding principal amount of its Term Loans on such date after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderBank, and all payments made on account of the principal thereof, may shall be recorded by such Lender Bank on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any LenderBank’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteLoans.

Appears in 1 contract

Sources: Fifth Amended and Restated Credit Agreement (Vital Energy, Inc.)

Notes. Any Lender may At the request that of a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Legacy Reserves Lp)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Note, promissory note of the Borrower dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, as of the effective date of such the Assignment and Assumption, Assumption or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c)other amendment or modification, as applicable. Any such promissory note evidencing Tranche A Loans made by a Tranche A Lender shall be in substantially the form of the effective date of such increaseExhibit A-1, payable to such Tranche A Lender in a principal amount equal to its Maximum such Lender’s Tranche A Commitment or Tranche A Credit Amount Exposure as in effect on such datethe date described in the foregoing sentence, and otherwise duly completedany such promissory note evidencing Tranche B Loans made by a Tranche B Lender shall be in substantially the form of Exhibit A-2, payable to such Tranche B Lender in a principal amount equal to such Lender’s Tranche B Commitment or Tranche B Credit Exposure as in effect on the date described in the foregoing sentence. In the event that any Lender’s Maximum Commitment or Credit Amount Exposure with respect to any Class increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall shall, if requested by any Lender then holding a Note, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum such Lender’s Commitment or Credit Amount Exposure with respect to such Class after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall promptly return its prior Note to the Borrower the previously issued Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note held by such Lenderhas been lost and (in any event) has been canceled. The date, amount, Class, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Coterra Energy Inc.)

Notes. Any Lender may request that the Loans made by it be evidenced by a single Notepromissory note. In such event, datedthe Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to such Lender, substantially in the case form of Exhibit A-1, as applicable, dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.04(b), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such substitute Notes as required by Section 12.04(b); provided that promissory notes requested in amounts less than $1,000,000 shall require the consent of the Borrowers, such consent not to be unreasonably withheld or delayed. The Swing Line Lender may request that the Swing Line Loans be evidenced by a note (a “Swing Line Note”). In such event, the Borrowers shall promptly return prepare, execute and deliver to the Borrower Swing Line Lender a promissory note payable to the previously issued Note held by such Swing Line Lender, substantially in the form of Exhibit A- 2. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan or Swing Line Loan made by each Lender or Swing Line Lender, as applicable, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for and maintained in accordance with its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderusual practice. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s, Swing Line Lender’s or the Borrower’s any Borrowers’ rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteSwing Line Loans.

Appears in 1 contract

Sources: Credit Agreement (Hornbeck Offshore Services Inc /La)

Notes. Any Lender may request that Loans made by it be (a) The obligation to repay each Advance together with interest and other charges, fees and expenses thereon pursuant to this Agreement is evidenced by a single Note, dated, in the case of (i) any Lender party hereto one or more promissory notes given by Parent Borrower or REO Entity dated as of the date applicable Funding Date, payable to the order of the Bank in the form of Exhibit F attached hereto (each, as from time to time may be amended, supplemented or otherwise modified, the “Note” and collectively, the “Notes”). (b) Subject to the other terms and provisions of this Agreement, as the outstanding principal amount of each Note from day to day outstanding which is not past due shall bear interest at a fluctuating rate per annum equal to the Effective Interest Rate. All computations of interest shall be made on the basis of the actual number of days elapsed and a three hundred sixty (360) day year. (c) In addition to monthly payments of interest due at the Effective DateInterest Rate with respect to each Note, if the Borrower receives a non-scheduled principal payment or other payment that reduces the Borrower’s Basis (iibut not complete payoff) on any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason Collateral Asset (whether pursuant to Section 2.06voluntary, Section 12.04(b) involuntary or otherwise), upon Borrower shall make an additional payment of principal to Bank equal to the request applicable Borrowing Base Percentage multiplied by the amount of such Lenderpartial payment (but not less than the amount required to maintain the Borrowing Base); provided, however, that during the existence of an Event of Default, one hundred percent (100%) of all Net Cash Flow on the Collateral Asset (whether voluntary, involuntary or otherwise) shall be paid to Bank in accordance with the terms and provisions on this Agreement. (d) Accrued and unpaid interest at the Effective Interest Rate applicable to each Note and any other amounts outstanding under each Note, including, without limitation, the payments of principal described in Section 2.02(c) above, shall be payable by Parent Borrower shall deliver or cause to be delivered the applicable REO Entity, as applicable, on each Distribution Date, commencing for each applicable Note on the effective date Distribution Date following the issuance of such increase Note (or decreasethe next Distribution Date thereafter if stub interest is collected at closing, a new Note payable to as determined by Bank) and continuing on each Distribution Date thereafter until the Maturity Date of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase Note. (e) On or decrease, and otherwise duly completed and such Lender shall promptly return prior to the Borrower the previously issued Note held by such Lender. The dateMaturity Date applicable for each Note, amount, Type, one final installment of all unpaid principal and any accrued interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of other amounts due under the principal thereof, may applicable Note shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations due and payable in respect of such Loans or affect the validity of such transfer by any Lender of its Notefull.

Appears in 1 contract

Sources: Loan Agreement (Lument Finance Trust, Inc.)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notenote of the Borrower in substantially the form of Exhibit A-1 in the case of a Revolving Loan and in substantially the form of Exhibit A-2 in the case of a Term Loan, dated, in the case of (ia) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iiic) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Revolving Commitment Amounts pursuant to Section 2.06(c)) or in connection with a Term Loan Amendment, as of the effective date of such increaseincrease or such Term Loan Amendment, in each case, payable to such Lender in a principal amount equal to to, in the case of a Revolving Lender, its Maximum Credit Amount as in effect on such date, and, in the case of any Term Lender, the principal amount of its Term Loans on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount or Term Loans increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of if requested by such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note Note, payable to such Lender in a principal amount equal to to, in the case of a Revolving Lender, its Maximum Credit Amount after giving effect to such increase or decrease, and, in the case of any Term Lender, the principal amount of its Term Loans after giving effect to such increase or decrease, and otherwise duly completed and completed, whereupon such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.maintained

Appears in 1 contract

Sources: Credit Agreement (Chord Energy Corp)

Notes. Any Lender may request that Loans made by it be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and and, upon request by the Borrower, such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Contango Oil & Gas Co)

Notes. Any Lender may request that Loans made by it be evidenced by a single Note, dated, in the case of Borrower agrees that: (i) any upon written notice by Lender party hereto as to Borrower that a promissory note or other evidence of indebtedness is requested by Lender to evidence the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment Loan and Assumption, as of the effective date of such Assignment and Assumptionother Obligations owing or payable to, or to be made by, Lender, Borrower shall promptly (iiiand in any event within ten (10) Business Days of any such request) execute and deliver to Lender an appropriate promissory note or notes in form and substance acceptable to Lender and Borrower and substantially in the case form of a Lender that becomes a party Exhibit H attached hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such the order of Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases amount of the Loan owing or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender Lender; (ii) all references to Notes in a principal amount equal the Loan Documents shall mean Notes, if any, to its Maximum Credit Amount after giving effect to such increase or decrease, the extent issued (and otherwise duly completed and such Lender shall promptly return not returned to the Borrower for cancellation) hereunder, as the previously issued Note held same may be amended, modified, divided, supplemented and/or restated from time to time; and (iii) upon Lender's written request, and in any event within ten (10) Business Days of any such request, Borrower shall execute and deliver to Lender new Notes (on substantially the same terms and in substantially the same form) and/or divide the Notes in exchange for then existing Notes in such smaller amounts or denominations as Lender shall specify in its sole and absolute discretion; provided that the aggregate principal amount of such new Notes shall not exceed the aggregate principal amount of the Notes outstanding at the time such request is made; and provided, further, that such Notes that are to be replaced shall then be deemed no longer outstanding hereunder and replaced by such new Notes and returned to Borrower within a reasonable period of time after Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account 's receipt of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Notereplacement Notes.

Appears in 1 contract

Sources: Inventory Loan and Security Agreement (Silverleaf Resorts Inc)

Notes. Any Lender may request that (a) If requested by a Lender, the Revolving Loans made by it such Lender shall be evidenced by a single Noterevolving note duly executed on behalf of the Borrowers, dateddated the Closing Date, in substantially the case of (i) any Lender party form attached hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseExhibit B-1, payable to the order of each such Lender in a an aggregate principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason Commitment. (whether pursuant to Section 2.06b) The Swingline Loans made by the Swingline Lender shall be evidenced by a swingline note duly executed on behalf of the Borrowers, Section 12.04(b) or otherwise)dated the Closing Date, upon in substantially the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note form attached hereto as Exhibit B-2 payable to such the order of the Swingline Lender in a an aggregate principal amount equal to its Maximum Credit Amount after giving effect $10,000,000. (c) Each Note shall bear interest from the date thereof on the outstanding principal balance thereof as set forth in this Article II. Each Lender is hereby authorized by the Borrowers to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect any the obligation of the Borrowers to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor.

Appears in 1 contract

Sources: Credit Agreement (Advanced Audio Concepts, LTD)

Notes. Any Lender may request that If requested by a Lender, the Revolving Loans and the each Term Loan, as applicable, made by it such Lender shall each be evidenced by a single NoteNote of the Borrower, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount and/or its Term Loans outstanding, as applicable, as in effect on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of the Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Appears in 1 contract

Sources: Credit Agreement (Sundance Energy Australia LTD)

Notes. Any The Revolving Loans of each Lender may request that Loans made by it shall be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, Revolving Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower 's Revolving Commitment Amount originally in effect. The Term Loan of each Lender shall deliver or cause to be delivered on the effective date of such increase or decrease, evidenced by a new Term Note and payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect such Lender's Term Loan Commitment Amount. Upon receipt of each Lender's Notes from the Borrower, the Agent shall mail such Notes to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The dateEach Lender shall enter in its ledgers and records the amount of its Term Loans and each Revolving Loan, amountthe various Advances made, Type, interest rate and, if applicable, Interest Period of each Loan converted or continued and the payments made by each Lenderthereon, and all payments made on account of each Lender is authorized by the principal thereof, may be recorded by such Lender on its books for its Note, and, prior Borrower to any transfer, may be endorsed by such Lender enter on a schedule attached to its Term Notes or Revolving Note, as appropriate, a record of such Note or Term Loans, Revolving Loans, Advances and payments; provided, however that the failure by any continuation thereof or on any separate record maintained by such Lender. Failure Lender to make any such notation entry or to attach a schedule any error in making such entry shall not limit or otherwise affect any Lender’s or the Borrower’s rights or obligations obligation of the Borrower hereunder and on the Notes, and, in all events, the principal amounts owing by the Borrower in respect of such the Revolving Notes shall be the aggregate amount of all Revolving Loans or affect made by the validity Lenders less all payments of such transfer principal thereof made by any Lender the Borrower and the principal amount owing by the Borrower in respect of its Notethe Term Notes shall be the aggregate amount of all Term Loans made by the Lenders less all payments of principal thereof made by the Borrower.

Appears in 1 contract

Sources: Credit Agreement (Matrix Bancorp Inc)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of EXHIBIT A, dated, in the case of (ia) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Date or (iib) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. In the event that any Lender's Loan increases or decreases for any reason (whether pursuant to Section 13.04(b) or otherwise), upon such Lender's request, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Loan after giving effect to such increase or decrease, and otherwise duly completed. Upon issue by Borrower and receipt by Lender of any new Note the Lender shall deliver the applicable old Note to Borrower marked cancelled.

Appears in 1 contract

Sources: Credit Agreement (National Coal Corp)

Notes. Any Lender may request that (a) Each Borrower's obligation to repay the Loans made to it by it each Bank shall be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date Note of such Assignment and Assumption, or (iii) in Borrower payable to the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date order of such increase, payable to such Lender Bank for the account of its Applicable Lending Office in a principal an amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request aggregate unpaid principal amount of such LenderBank's Loans at any time. (b) Each Bank may, by notice to a Borrower and the Borrower shall deliver or cause Administrative Agent, request that such Borrower's obligation to be delivered on the effective date repay such Bank's Loans of such increase or decrease, a new Note payable particular type to such Lender Borrower be evidenced by a separate Note in a principal an amount equal to its Maximum Credit Amount after giving effect the aggregate unpaid principal amount of such Loans. Each such Note shall be in substantially the form of Exhibit A hereto with appropriate modifications to reflect the fact that it evidences solely Loans of the relevant type. Each reference in this Agreement to the "Note" of such Borrower payable to the order of such Bank shall be deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of each Bank's Notes, the Administrative Agent shall forward such Notes to such increase or decrease, Bank. Each Bank shall record the date and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period amount of each Loan made by it to each LenderBorrower and the date and amount of each payment of principal made with respect thereto, and all payments made may, if such Bank so elects in connection with any transfer or enforcement of its Note of any Borrower, endorse on account the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to each of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached Loans to such Note or Borrower then outstanding; provided that neither the failure by any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or endorsement, nor any error therein, shall affect the obligations of any such Borrower under any Loan Documents. Each Bank is hereby irrevocably authorized by each Borrower so to endorse such Borrower's Note payable to the order of such Bank and to attach to and make a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect part of such Loans or affect the validity Note a continuation of any such transfer by any Lender of its Noteschedule as and when required.

Appears in 1 contract

Sources: Credit Agreement (Venator Group Inc)

Notes. Any Lender may request that If requested by a Bank, the Loans made by it each Bank shall be evidenced by a single Notepromissory note of Borrower in substantially the form of Exhibit A-1 in the case of a Revolving Loan and in substantially the form of Exhibit A-2 in the case of a Term Loan, dated, in the case of (ia) any Lender Bank party hereto as of the date of this Agreement, as of the Effective Date, (iib) any Lender Bank that becomes a party hereto pursuant to an Assignment and AssumptionAssumption Agreement, as of the effective date of such the Assignment and AssumptionAssumption Agreement, or (iiic) in the case of a Lender any Bank that becomes a party hereto in connection with an increase in the Aggregate Elected Revolving Commitment AmountsAmount pursuant to Section 2.06(c)2.16 or in connection with a Term Loan Amendment, as of the effective date of such increaseincrease or such Term Loan Amendment, payable to such Lender Bank in a principal amount equal to to, in the case of a Revolving Bank, its Maximum Credit Amount (less its Term Loan Exposure) as in effect on such date, and, in the case of any Term Bank, the principal amount of its Term Loans on such date, and otherwise duly completed. In the event that any LenderBank’s Maximum Credit Amount or Term Loans increases or decreases for any reason (whether pursuant to Section 2.062.16, Section 12.04(b14.8(d) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Bank is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender Bank in a principal amount equal to to, in the case of a Revolving Bank, its Maximum Credit Amount (less its Term Loan Exposure) after giving effect to such increase or decrease, and, in the case of any Term Bank, the principal amount of its Term Loans after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderBank, and all payments made on account of the principal thereof, may shall be recorded by such Lender Bank on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any LenderBank’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender Bank of its Note.

Appears in 1 contract

Sources: Credit Agreement (Laredo Petroleum, Inc.)

Notes. Any (a) Upon the request of any Lender may request that made through the Administrative Agent, the Revolving Loans made by it such Lender shall be evidenced by a single Note, dated, in the case of (i) any Lender party hereto as revolving note duly executed on behalf of the date of this AgreementBorrowers, as of dated the Effective Date, (ii) any Lender that becomes a party in substantially the form attached hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increaseExhibit B-1, payable to the order of such Lender in a an aggregate principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason Commitment. (whether pursuant to Section 2.06b) The Swingline Loans made by the Swingline Lender shall be evidenced by a swingline note duly executed on behalf of the Borrowers, Section 12.04(b) or otherwise)dated the Effective Date, upon in substantially the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note form attached hereto as Exhibit B-2 payable to such the order of the Swingline Lender in a an aggregate principal amount equal to its Maximum Credit Amount after giving effect $10,000,000. (c) Each Note shall bear interest from the date thereof on the outstanding principal balance thereof as set forth in this ARTICLE II. Each Lender is hereby authorized by the Borrowers to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect any the obligation of the Borrowers to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor.

Appears in 1 contract

Sources: Credit Agreement (Trans World Entertainment Corp)

Notes. Any Lender may request that Loans (a) The Tranche A Advances made by it the Lender shall be evidenced by a single Note, dated, promissory note of the ReadyCap substantially in the case form of Exhibit A-1 hereto (i) any Lender party hereto as of the “Tranche A Note”), dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such the Lender in a principal amount equal to its Maximum Credit Amount the amount of $187,000,000 as in effect on such datefrom time to time, and otherwise duly completed. In The Lender shall have the event that any Lender’s Maximum Credit Amount increases or decreases right to have its Tranche A Note subdivided, by exchange for any reason (whether pursuant to Section 2.06, Section 12.04(b) promissory notes of lesser denominations or otherwise. (b) The Tranche B Advances made by the Lender shall be evidenced by a single promissory note of ▇▇▇▇▇▇▇▇▇▇ substantially in the form of Exhibit A-2 hereto (the “Tranche B Note”), upon dated the request of such Lenderdate hereof, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the Lender in a principal amount equal to its Maximum Credit Amount after giving the amount of $63,000,000 as in effect from time to such increase or decreasetime, and otherwise duly completed and such completed. The Lender shall promptly return have the right to the Borrower the previously issued have its Tranche B Note held subdivided, by such Lender. exchange for promissory notes of lesser denominations or otherwise. (c) The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan Advance made by each Lenderthe Lender to the Borrowers, and all payments each payment made on account of the principal thereof, may shall be recorded by such the Lender on its books for its Note, and, prior to any transfertransfer of a Note, may be endorsed by such the Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure thereof; provided that the failure of the Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Borrowers to make a payment when due of any Lender’s amount owing hereunder or under the Borrower’s rights or obligations Note in respect of such Loans or affect the validity of such transfer by any Lender of its NoteAdvances.

Appears in 1 contract

Sources: Master Loan and Security Agreement (Sutherland Asset Management Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed (and such Lender the prior Note shall promptly return be destroyed or, upon request of the Borrower, returned to the Borrower with an indication that the previously issued Note held by such Lendersame has been discharged). The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Rex Energy Corp)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed completed, and such Lender shall agrees to promptly thereafter return to the Borrower the previously issued Note held by such LenderLender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Bill Barrett Corp)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it such Lender shall each be evidenced by a single NoteNote of the Borrower, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitments pursuant to Section 2.06(c) or (iii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of the Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such ​ [Credit Agreement] ​ ​ increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Appears in 1 contract

Sources: Credit Agreement (Sundance Energy Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Credit Amounts pursuant to Section 2.06(c2.06(b), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such US 9364157v.4 WEL554/78009 Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Senior Secured Revolving Credit Agreement (Viper Energy Partners LP)

Notes. Any Lender may request that (a) The Facility A Revolving Credit Loans made by it each Lender shall be evidenced by a single Note, dated, promissory note of the Borrower substantially in the case form of (i) any Lender party hereto as of Exhibit A-1, dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such Lender in a principal amount equal to the amount of its Maximum Facility A Revolving Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason . (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon the request The Facility B Term Loans made by each Lender shall be evidenced by a single promissory note of such Lender, the Borrower shall deliver or cause to be delivered on substantially in the effective form of Exhibit A-2, dated the date of such increase or decreasehereof, a new Note payable to such Lender lender in a principal amount equal to its Maximum Credit Amount after giving Facility B Term Loan Commitment as originally in effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. completed. (c) The date, amount, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Loan of each Class made by each LenderLender to the Borrower, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of the Note evidencing the Loans of such Class held by it, may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by thereof; provided that -------- the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Borrower to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Note in respect of such Loans Loans. (d) No Lender shall be entitled to have its Notes substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer Lender's relevant Commitment, Loans and Notes pursuant to Section 12.06 (and, if requested by any Lender of its Lender, the Borrower agrees to so exchange any Note).

Appears in 1 contract

Sources: Credit Agreement (Premier Parks Inc)

Notes. Any Lender may request that If requested in writing by a Lender, the Loans made by it such Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such the Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s the Maximum Credit Amount of any Lender whose Loans are evidenced by a Note increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the prior written request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender whose Loans are evidenced by a Note, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Carrizo Oil & Gas Inc)

Notes. Any Lender may request that Loans (a) The Tranche A Advances made by it the Lender shall be evidenced by a single Note, dated, promissory note of the ReadyCap substantially in the case form of Exhibit A-1 hereto (i) any Lender party hereto as of the “Tranche A Note”), dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such the Lender in a principal amount equal to its Maximum Credit Amount the amount of $187,000,000 as in effect on such datefrom time to time, and otherwise duly completed. In The Lender shall have the event that any Lender’s Maximum Credit Amount increases or decreases right to have its Tranche A Note subdivided, by exchange for any reason (whether pursuant to Section 2.06, Section 12.04(b) promissory notes of lesser denominations or otherwise. (b) The Tranche B Advances made by the Lender shall be evidenced by a single promissory note of S▇▇▇▇▇▇▇▇▇ substantially in the form of Exhibit A-2 hereto (the “Tranche B Note”), upon dated the request of such Lenderdate hereof, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the Lender in a principal amount equal to its Maximum Credit Amount after giving the amount of $63,000,000 as in effect from time to such increase or decreasetime, and otherwise duly completed and such completed. The Lender shall promptly return have the right to the Borrower the previously issued have its Tranche B Note held subdivided, by such Lender. exchange for promissory notes of lesser denominations or otherwise. (c) The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan Advance made by each Lenderthe Lender to the Borrowers, and all payments each payment made on account of the principal thereof, may shall be recorded by such the Lender on its books for its Note, and, prior to any transfertransfer of a Note, may be endorsed by such the Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure thereof; provided that the failure of the Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Borrowers to make a payment when due of any Lender’s amount owing hereunder or under the Borrower’s rights or obligations Note in respect of such Loans or affect the validity of such transfer by any Lender of its NoteAdvances.

Appears in 1 contract

Sources: Master Loan and Security Agreement (Sutherland Asset Management Corp)

Notes. Any Lender may request that The Revolving Loans made by it or converted hereunder shall be evidenced by the Revolving Notes executed and delivered by Company pursuant to subsection 2.1E of the Existing Credit Agreement; provided, however, that upon request by any Lender, Company shall execute and deliver to such Lender (or to Administrative Agent for that Lender) a single Note, datedTranche A Note to evidence that Lender's Tranche A Loans, in the case principal amount of (i) that Lender's Tranche A Commitment and with other appropriate insertions, a Tranche B Note to evidence that Lender's Tranche B Loans, in the principal amount of that Lender's Tranche B Commitment and with other appropriate insertions, and a Tranche C Note in the principal amount of that Lender's Tranche C Commitment and with other appropriate insertions; and provided, further, that upon request by Swing Line Lender, Company shall execute and deliver to Swing Line Lender a Swing Line Note to evidence Swing Line Lender's Swing Line Loans, in the principal amount of the Swing Line Loan Commitment and with other appropriate insertions. Upon the execution and delivery to any Lender party hereto as or Swing Line Lender of Notes pursuant to this subsection 2.1E, the date of this AgreementRevolving Note or Swing Line Note, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender may be, that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable were executed and delivered to such Lender in a principal amount equal or Swing Line Lender pursuant to its Maximum the Existing Credit Amount as in effect on such dateAgreement shall be null and void, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Swing Line Lender shall promptly return to the Borrower the previously issued Note held by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Revolving Note or Swing Line Note to Company for cancellation. Administrative Agent may deem and treat the payee of any continuation Note as the owner thereof for all purposes hereof unless and until a Lender Assignment Agreement effecting the assignment or transfer thereof shall have been accepted by Administrative Agent as provided in subsection 10.1B(ii). Any request, authority or consent of any person or entity who, at the time of making such request or giving such authority or consent, is the holder of any Note shall be conclusive and binding on any separate record maintained by such Lender. Failure to make subsequent holder, assignee or transferee of that Note or of any such notation Note or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations Notes issued in respect of such Loans or affect the validity of such transfer by any Lender of its Noteexchange therefor.

Appears in 1 contract

Sources: Credit Agreement (Players International Inc /Nv/)

Notes. Any Lender may request that The Revolving Credit Loans (other than Swingline Loans) made by it each Revolving Credit Lender shall, at the request of such Revolving Credit Lender, be evidenced by a single Notepromissory note of the Borrowers in substantially the form of Exhibit I-1 to the Original Credit Agreement, dated, in the case of dated (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, Original Closing Date or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such an Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c12.06(b), as of the effective date of such increase, payable to the order of such Revolving Credit Lender in a principal amount equal to its Maximum Revolving Credit Amount as originally in effect on and otherwise duly completed and such datesubstitute Notes as required by Section 12.06(b). The Term Loans made by each Term Lender shall, at the request of such Term Lender, be evidenced by a single promissory note of the Borrowers in substantially the form of Exhibit I-2 to the Original Credit Agreement, dated as of (i) the Third Restatement Effective Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Term Lender and otherwise duly completed. In The Swingline Loans made by the event that any Lender’s Maximum Credit Amount increases or decreases for any reason (whether pursuant to Swingline Lender resulting from the advances under Section 2.062.01(c) shall, Section 12.04(b) or otherwise), upon at the request of such the Swingline Lender, be evidenced by a promissory note of the Borrower shall deliver or cause Borrowers in substantially the form of Exhibit I-3 to be delivered on the effective date of such increase or decreaseOriginal Credit Agreement, a new Note dated the Original Closing Date, payable to such the order of the Swingline Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such LenderSwingline Commitment. The date, amount, Type, interest rate and, if applicable, and Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its NoteNotes, and, prior to any transfer, transfer may be endorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (NPC Restaurant Holdings, LLC)

Notes. Any Lender may request that If requested by a Lender, the Loans made by it each Lender shall be evidenced by a single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Maximum Revolving Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Revolving Credit Amount Amounts as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Revolving Credit Amount or Maximum Term Loan Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Revolving Credit Amount or Maximum Term Loan Amount, as applicable, after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (Whiting Petroleum Corp)

Notes. Any Lender may request that Loans made by it (a) The Borrower’s obligation to pay the principal of and interest on the Loan to the Lenders shall be evidenced by a single blank promissory note substantially in the form of Annex B (each, a “Note”). Each Note shall be valid and enforceable as to its principal amount at any time only to the extent of the amount disbursed and outstanding under the Loan evidenced thereby; and, as to interest, only to the extent of the interest accrued and unpaid thereon. Each Note shall be (i) payable to a Lender, (ii) dated the applicable Disbursement Date and (iii) payable at the date referred to in the corresponding Instructions Letter. On the Initial Disbursement Date, the Borrower shall provide to each Lender (i) a duly executed Note for such ▇▇▇▇▇▇ and (ii) a duly executed Instructions Letter substantially in the form of Annex C, pursuant to which the Borrower authorizes such Lender to complete its Note issued in accordance with this Section 2.06. (b) In case of loss, theft, partial or complete destruction or mutilation of a Note, datedthe affected Lender shall be entitled to request to the Borrower, and the Borrower shall promptly (but in any event within ten (10) Business Days of such notice) execute and deliver to such Lender in lieu thereof a new Note, dated the same date as the lost, stolen, destroyed or mutilated Note, in replacement of the Note; provided that, in the case of (i) any mutilated Note, such mutilated Note shall be returned to the Borrower. Each Lender party hereto as shall, prior to delivery of any replacement Note by the Borrower also comply with the procedures established by the relevant provisions of Section III of Chapter VI of Title III of the date of this Agreement, as Third Book of the Effective Date, Commercial Code and by Article 398 of Law 1564 of 2012 (iiCódigo General del Proceso) or any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) other Applicable Law in connection with the case of loss, theft, partial or complete destruction or mutilation of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount as in effect on such date, and otherwise duly completedNote. In the event that any Lender’s Maximum Credit Amount increases lost or decreases for any reason (whether pursuant stolen Note is subsequently found, such Lender shall cancel such Note and deliver such cancelled Note to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, Borrower; provided further that the Borrower shall deliver or cause have already delivered a substitute Note to be delivered on the effective date relevant Lender. In the event of such increase or decrease, execution and delivery of a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held as contemplated by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.this clause ​

Appears in 1 contract

Sources: Loan Agreement (Ecopetrol S.A.)

Notes. Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The entries made in the accounts maintained pursuant to this Section 2.02(d) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement. Any Lender may request that Loans made by it be evidenced by a single Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in the form of Exhibit A dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Date, date of this Agreement or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, date and otherwise duly completed. Thereafter, the Loans evidenced by such Note and interest thereon shall at all times (including after assignment pursuant to Section 12.04) be represented by one or more Notes in such form payable to the payee named therein (or, if such Note is a registered note, to such payee and its registered assigns). In the event that any Lender’s Maximum Credit Amount Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Junior Secured Debtor in Possession Credit Agreement (Halcon Resources Corp)

Notes. Any Lender may request that Loans If requested by a Lender, the Term Loan and Revolving Loans, as applicable, made by it such Lender shall be evidenced by a single Term Loan Note or Revolving Credit Note, as applicable, of the Borrower in substantially the form of Exhibit A-1 and Exhibit A-2, respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, or (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such the Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, each payable to such Lender or its registered assigns in a principal amount equal to the principal amount of the Term Loan held by such Term Lender or its Maximum Revolving Credit Amount Amount, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Maximum Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Revolving Credit Lender, the Borrower shall deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender or its registered assigns in a principal amount equal to its Maximum Revolving Credit Amount after giving effect to such increase or decrease, and otherwise duly completed and completed. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender shall promptly return Term Lender, deliver or cause to be delivered, to the Borrower extent such Term Lender is then holding a Term Loan Note, on the previously issued effective date of such increase, a new Term Loan Note held by payable to such LenderTerm Lender or its registered assigns in a principal amount equal to its outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Term Loan Note and Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Appears in 1 contract

Sources: Credit Agreement (Chaparral Energy, Inc.)

Notes. Any Lender may request that The Loans made by it each Lender shall be evidenced by a ----- single Notepromissory note of the Borrower in substantially the form of Exhibit A, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, as of the Effective Datedate of this Agreement, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment the assignment and Assumptionassumption, or (iii) in the case of a any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increase, payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount 's Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Maximum Credit Amount Commitment after giving effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lendercompleted. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Appears in 1 contract

Sources: Credit Agreement (St Mary Land & Exploration Co)

Notes. Any Lender may request that (a) The Revolving Credit Loans (other than Registered Loans) made by it each Lender shall be evidenced by a single Note, dated, promissory note of the Borrower substantially in the case form of (i) any Lender party hereto as of Exhibit A-1, dated the date of this Agreement, as of the Effective Date, (ii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, as of the effective date of such Assignment and Assumption, or (iii) in the case of a Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Commitment pursuant to Section 2.06(c), as of the effective date of such increasehereof, payable to such Lender in a principal amount equal to the amount of its Maximum Revolving Credit Amount Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Maximum Credit Amount increases or decreases for any reason . (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), upon the request The Term Loans (other than Registered Loans) made by each Lender shall be evidenced by a single promissory note of such Lender, the Borrower shall deliver or cause to be delivered on substantially in the effective form of Exhibit A-2, dated the date of such increase or decreasehereof, a new Note payable to such Lender in a principal amount equal to the amount of its Maximum Credit Amount after giving Term Loan Commitment as originally in effect to such increase or decrease, and otherwise duly completed and such Lender shall promptly return to the Borrower the previously issued Note held by such Lender. completed. (c) The date, amount, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Loan of each Class made by each LenderLender to the Borrower, and all payments each payment made on account of the principal thereof, may shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of any Note evidencing the Loans of such Class held by it, may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by thereof; provided that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Borrower to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Note in respect of such Loans Loans. (d) No Lender shall be entitled to have its Notes substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer by any Lender Lender's relevant Commitment, Loans and Notes pursuant to Section 12.06 and except as provided in paragraph (e) of its Note.this Credit Agreement ----------------

Appears in 1 contract

Sources: Credit Agreement (International Telecommunication Data Systems Inc)