Bank Commitment. With respect to each Class, at any time on or prior to the Commitment Termination Date for such Class in the event that any Class Conduit for such Class does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require such Class Conduit, by written notice to the Administrative Agent and such Class Conduit’s related Class Agent, to assign its interest in the Net Investment for such Class in whole to the Bank Investors for such Class pursuant to this Section 10.7. In addition, at any time for such Class on or prior to such Commitment Termination Date (i) upon the occurrence of a Termination Event that results in a Termination Date for such Class or (ii) the applicable Class Conduit elects to give notice to the Transferor of the Reinvestment Termination Date for such Class, the Transferor hereby requests and directs that such Class Conduit assign its interest in the Net Investment for such Class in whole to the related Bank Investors pursuant to this Section 10.7 and the Transferor hereby agrees to pay the amounts described in Section 10.7(d) below. Upon any such election by any Class Conduit or any such request by the Transferor, such Class Conduit shall make such assignment and the related Bank Investors shall accept such assignment on such day (or the next day if such notice was received after 11:00 A.M. (New York time)) and shall assume all of such Class Conduit’s obligations hereunder. No documentation or action shall be required to effect any such assignment of the Net Investment by any Class Conduit to its related Bank Investors other than, in the case of the circumstance contemplated by the first sentence hereof, the giving of the notices contemplated thereby and the forwarding of such notice by the related Class Agent to each applicable Bank Investor. In connection with any assignment from any Class Conduit to its related Bank Investors pursuant to this Section 10.7, each such Bank Investor, as applicable, agrees to and shall, unconditionally and irrevocably and under all circumstances, by 2:00 P.M. (New York time) on the date of such assignment, pay to such Class Conduit without setoff, counterclaim or defense of any kind, an amount (in immediately available funds) equal to its Assignment Amount. Upon any assignment by any Class Conduit to its respective Bank Investors contemplated hereunder, such Class Conduit shall cease to make any additional Incremental Transfers hereunde...
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Bank Investors elect to make a Subsequent Funding as requested under Section 2.1, then at any time, the Issuer shall be considered to have directed the Company to assign its interest in the Note in whole to the Bank Investors pursuant to this Section 6.7, the Bank Investors agree to accept such assignment, and the Issuer hereby agrees to pay the amounts described in Section 6.7(d) below. In addition, at any time on or prior to the Commitment Termination Date upon the occurrence of a Termination Event or the Termination Date, the Issuer hereby requests and directs that the Company assign its interest in the Note in whole to the Bank Investors pursuant to this Section 6.7 and the Issuer hereby agrees to pay the amounts described in Section 6.7(d) below. Provided that the Net Asset Test is satisfied, upon any such election by the Company or any such request by the Issuer, the Company shall make such assignment and the Bank Investors shall accept such assignment and shall assume all of the Company's obligations hereunder. In connection with any assignment from the Company to the Bank Investors pursuant to this Section 6.7, each Bank Investor shall, on the date of such assignment, pay to the Company an amount equal to its Assignment Amount. In addition, at any time on or prior to the Commitment Termination Date the Issuer shall have the right to request funding under this Agreement directly from the Bank Investors provided that at such time all conditions precedent set forth herein and in the Security Agreement for a Subsequent Funding shall be satisfied and PROVIDED FURTHER that in connection with such funding by the Bank Investors, the Bank Investors accept the assignment of the Note from the Company and assume all of the Company's obligations hereunder concurrently with or prior to any such Subsequent Funding. Upon any assignment by the Company to the Bank Investors contemplated hereunder, the Company shall cease to make any further advances to the Issuer hereunder.
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that a Conduit Investor does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require such Conduit Investor to assign its interest in the Net Investment in whole to the Bank Investors in its Related Group pursuant to this Section 9.7. In addition, at any time on or prior to the Commitment Termination Date, (i) upon the occurrence of a Termination Event that results in the Termination Date or (ii) if a Conduit Investor elects to give notice to the Transferor of a Reinvestment Termination Date, the Transferor hereby requests and directs that such Conduit Investor assign its interest in the Net Investment in whole to the Bank Investors in its Related Group pursuant to this Section 9.7 and the Transferor hereby agrees to pay the amounts described in Section 9.7(d) below. Provided that the Net Asset Test is satisfied, upon any such election by a Conduit Investor or any such request by the Transferor to such Conduit Investor, such Conduit Investor shall make such assignment and the Bank Investors in its Related Group shall accept such assignment and shall assume all of such Conduit Investor's obligations hereunder. In connection with any assignment from a Conduit Investor to the Bank Investors in its Related Group pursuant to this Section 9.7, each Bank Investor shall, on the date of such assignment, pay to such Conduit Investor an amount equal to its Assignment Amount. Upon any assignment by a Conduit Investor to the Bank Investors in its Related Group as contemplated hereunder, such Conduit Investor shall cease to make any additional Incremental Transfers hereunder.
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Bank Investors elect to make a Subsequent Funding as requested under Section 2.1(a), then at any time, the Issuer shall be considered to have directed the Company to assign its interest in the Note in whole to the Bank Investors pursuant to this Section 6.7(a). In addition, at any time on or prior to the Commitment Termination Date (i) upon the occurrence of a Termination Event that results in the Termination Date or (ii) the Company elects to give notice to the Issuer of a Notice Termination Date, the Issuer hereby requests and directs that the Company assign its interest in the Note in whole to the Bank Investors pursuant to this Section 6.7(a) and the Issuer hereby agrees to pay the amounts described in Section 6.7(c) below. No further documentation or action on the part of the Company shall be required to exercise the rights set forth in the immediately preceding sentence, other than, in the case of clause (i) of such sentence, receipt of notice by the Bank Investors from the Agent that a Termination Date has occurred or, in the case of clause (ii) of such sentence, the giving of the notice set forth in such clause and the delivery by the Agent of a copy of such notice to each Bank Investor (the date of the receipt of a notice referred to in such clauses, together with the occurrence of the event referred to in the first sentence of this paragraph, being the "Effective Date"). Each Bank Investor hereby agrees, unconditionally and irrevocably and under all circumstances, without setoff, counterclaim or defense of any kind, to pay the full amount of its Assignment Amount on such Effective Date to the Company in immediately available funds to an account designated by the Agent. Upon payment of its Assignment Amount, each Bank Investor shall acquire its Pro Rata Share of the Note and shall assume its respective portion of the Company's obligations hereunder, and the Company shall be released from such portion of such obligations. If, by 2:00 P.M. (New York time) on the Effective Date, one or more Bank Investors (each, a "Defaulting Bank Investor", and each Bank Investor other than
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Company does not effect an Incremental Transfer as requested under Section 2.2(a), then at any time, the Transferor shall have the right to require the Company to assign its interest in the Net Investment in whole to the Bank Investors pursuant to this Section 9.9. In addition, at any time on or prior to the Commitment Termination Date (i) upon the occurrence of a Termination Event that results in the Termination Date or (ii) the Company elects to give notice to the Transferor of a Reinvestment Termination Date, the Transferor hereby requests and directs that the Company assign its interest in the Net Investment in whole to the Bank Investors pursuant to this Section 9.9 and the Transferor hereby agrees to pay the amounts described in Section 9.9(d) above. Upon any such election by the Company or any such request by the Transferor, the Company shall make such assignment and the Bank Investors shall accept such assignment and shall assume all of the Company's obligations hereunder. In connection with any assignment from the Company to the Bank Investors pursuant to this Section 9.9, each Bank Investor shall, on the date of such assignment, pay to the Company an amount equal to its Assignment Amount. Upon any assignment by the Company to the Bank Investors contemplated hereunder, the Company shall cease to make any additional Incremental Transfers hereunder.
Bank Commitment. As of the date of this Agreement, ZGNA has a bank commitment letter from a lender, a copy of which has been delivered to the Company, to provide the new credit facility to the Company contemplated hereby, and to ZGNA's knowledge, such commitment has not been modified or terminated.
Bank Commitment. At any time on or prior to the Termination Date, in the event that the Company does not make a Subsequent Funding as requested under Section 2.1, then at any time, the Issuer shall have the right to require the Company to assign its interest in the Note in whole to the Bank Investors pursuant to this Section 5.9. In addition, at any time on or prior to the Commitment Termination Date (i) upon the occurrence of a Termination Event, (ii) upon the occurrence of an event which would cause a Termination Date but for the fact that the Company shall have assigned its interest in the Note to the Bank Investors, or (iii) the Company elects to give notice to the Issuer and the Insurance Provider that it elects to cease making Fundings under this Agreement, the Issuer hereby requests and directs that the Company assign its interest in the Note in whole to the Bank Investors pursuant to this Section 5.9 and the Issuer hereby agrees to pay the amounts described in Section 5.9(d) below. No further documentation or action on the part of the Company shall be required to exercise the rights set forth in the immediately preceding sentence, other than, in the case of clause (i) of such sentence, receipt of notice by the
Bank Commitment. At any time on or prior to the Commitment Termination Date, in the event that the Purchaser does not effect a Purchase as requested under Section 2.1 then at any time, the Transferor shall have the right to require the Purchaser to assign its interest in the Aggregate Purchaser's Investment in whole to the Bank Investors pursuant to this Section 13.5. In addition, if at any time on or prior to the Commitment Termination Date the Purchaser elects to give notice to the Transferor of a Reinvestment Termination Date, the Transferor hereby requests and directs that the Purchaser assign its interest in the Aggregate Purchaser's Investment in whole to the Bank Investors pursuant to this Section 13.5 and the Transferor hereby agrees to pay the amounts described in Section 13.6(d) below. Upon any such election by the Purchaser or any such request by the Transferor, the Purchaser shall make such assignment to the Bank Investors and the Bank Investors shall thereupon be deemed to have accepted such assignment and shall assume all of the Purchaser's obligations hereunder. In connection with any assignment from the Purchaser to the Bank Investors pursuant to this Section 13.5, each Bank Investor shall, by the close of business (New York time) on the date of such notice of assignment, pay to the Purchaser (in immediately available funds) an amount equal to its Assignment Amount (it being understood that notwithstanding the foregoing assignment of the Aggregate Purchasers Investment, the Bank Investors, as assignees, continue to be obligated to fund Advances under Section 1.3 in accordance with the terms thereof and shall not have the right to elect the commencement of the amortization of the Purchasers Investment pursuant to the definition of "Reinvestment Termination Date" notwithstanding that the Purchaser had such right). Upon any such assignment, the amount set forth on the signature pages hereto next to each bank Investor's name shall be deemed to be the final Commitment amount with respect to such Bank Investor. Upon any assignment by the Purchaser to the Bank Investors contemplated hereunder, the Purchaser shall cease to make any additional Purchases hereunder.
Bank Commitment. Xxxxx shall have received a commitment from its bank for the Loan, subject to the satisfaction of the conditions set forth in the commitment.
Bank Commitment. Wachovia Bank $80,000,000 ................................................................................ SunTrust Bank 55,000,000 ................................................................................ Bank of America 55,000,000 ................................................................................ Comerica Bank 35,000,000 ................................................................................ Fleet National Bank 35,000,000 ................................................................................ Citibank 35,000,000 ................................................................................ Fifth Third Bank 35,000,000 ................................................................................ Wells Fargo Bank 35,000,000 ................................................................................ US Bank 35,000,000 ................................................................................ TOTAL COMMITMENT: $400,000,000.00 ................................................................................ SCHEDULE 3.01 Calculation of Upfront Fees ................................................ ......................... Committed Amount Fee (bps) ................................................ ......................... Greater than or equal to $55,000,000 0.125% ................................................ ......................... Greater than or equal to $35,000,000 but less 0.100% than $55,000,000 ................................................ ......................... Total Upfront Fees (dollars): $447,500 ................................................ ......................... SCHEDULE 4.02
