(iv) Alerts of the Management Representative. Should any Lender decline to provide any increase in its Commitment, the Seller shall have the right (but not the obligation) to (1) seek a Second Warehouse Facility at any time thereafter, (2) sign and close on such Second Warehouse Facility, offered, that no Default or Event of Default has occurred and is continuing hereunder on the date of such signing and closing and (3) draw upon such Second Warehouse Facility at any time and from time to time, provided, that upon the first such draw, the Total Utilization of Commitments is equal to the Commitments of all Lenders online payday loans Tennessee and there exists no Default or Event of Default. At the option of the Administrative Agent, if an Obligor under a Pledged Lease is a party to another Lease that is not a Pledged Lease, Seller shall have the right repurchase the applicable Pledged Lease from Intermediate Seller (and Intermediate Seller shall have the corresponding right to repurchase such Pledged Lease from the Company), provided, that no Event of Default shall result from such repurchase. The repurchase price for such Pledged Lease shall be the greater of (a) the Amortized Order Value for such Lease and (b) any amounts necessary to cure any then existing Borrowing Base Deficiency. In connection therewith, Administrative Agent on behalf of the Lenders will promptly release any Lien on such Pledged Lease and the proceeds thereof so repurchased.
Each Financial should manage for the its internal records a merchant account otherwise membership evidencing the brand new Financial obligation of Company in order to like Lender, like the levels of the brand new Money created by it and every payment and you will prepayment according thereof
(v) Criteria to help you Capability out-of Increase. As a condition precedent to each such increase, Company shall deliver to the Administrative Agent and each Lender, a certificate of the Secretary or Assistant Secretary of each of Company and the Seller, dated as of the Commitment Increase Effective Date, (i) certifying and attaching (x) the resolutions of Company approving or consenting to such Commitment increase and authorizing the execution, delivery and performance by such Person of the amendment to the Agreement, and (y) all documents evidencing all other necessary corporate action and governmental approvals, if any, with respect to such Commitment increase and such amendment to the Agreement and (ii) certifying that, before and after giving effect to such increase, (x) the representations and warranties of such Company and the Seller are true and correct as of the Commitment Increase Effective Date (unless any such representation or warranty relates to a specific date, in which case, it shall be true and correct in all material respects as of such date) and (y) no Event of Default or Default exists.
dos.dos Pro-rata Shares. The Loans is going to be created by the lender, likewise and you can proportionately on their respective Pro rata Offers, they are realized you to definitely zero Lender is going to be guilty of people default by the some other Financial in such other Lender’s responsibility to build that loan questioned hereunder nor shall any Relationship of every Bank end up being enhanced otherwise reduced down to a default by almost every other Bank in such most other Lender’s responsibility and then make a loan expected hereunder.
The new Management Broker will notify for each and every Lender and you may Team of your own Administrative Agent’s and you may eg Lender’s reaction to for each and every demand produced hereunder, the amount of like raise (if any) and associated Connection Improve Energetic Day
dos.step three Access to Proceeds. No part of the continues of any Mortgage are going to be made use of in any manner that creates otherwise might cause such Financing otherwise the usage instance proceeds so you’re able to break Controls T, Regulation You or Regulation X of the Board off Governors regarding the fresh Federal Put aside System or any other regulation thereof or perhaps to break the fresh new Replace Operate.
(a) Lenders’ Proof of Obligations. provided, that the failure to make any such recordation, or any error in such recordation, shall not affect any Lender’s Commitments or Company’s Obligations in respect of any applicable Loans; and provided then, in the event of any inconsistency between the Register and any Lender’s records, the recordations in the Register shall govern absent manifest error.
