(iv) Notification from the Management Broker. 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 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.
For every single Bank should manage toward the inner information a free account or account evidencing brand new Financial obligation away from Business so you can instance Financial, such as the amounts of the brand new Financing from it and every repayment and prepayment according thereof
(v) Criteria to Functionality out-of Improve. 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.2 Pro rata Shares. All Money are going to be produced by the financial institution, at the same time and proportionately to their respective Pro-rata Offers, they are realized one zero Lender should be guilty of one default by the virtually any Bank such most other Lender’s duty to help you create a loan questioned hereunder neither shall people Relationship of any Lender feel improved or decreased right down to a default by the any other Lender in such almost every other Lender’s obligations to make a loan questioned hereunder.
The fresh Administrative Broker will notify for every Financial and Team of one’s Management Agent’s and like Lender’s response to for each and every request produced hereunder, the amount of eg increase (or no) and the related Commitment Raise Productive Date
dos.3 Entry to Continues. Zero part of the proceeds of any Loan is made use of in whatever way that triggers or might cause instance Financing otherwise the application of instance proceeds so you’re able to break Regulation T, Regulation U otherwise Regulation X of one’s Panel out-of Governors of the new Federal Reserve System or other regulation thereof or perhaps to break the fresh new Change Act.
(a) Lenders’ Evidence of Loans. 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 further, in the event of any inconsistency between the Register and any Lender’s records, the recordations in the Register shall govern absent manifest error.