Common use of Amounts Clause in Contracts

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Lender severally, but not jointly, agrees, upon the Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrower in amounts not to exceed such Lender’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zero, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Alon USA Energy, Inc.)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Lender severally, but not jointly, agrees, upon the a Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the such Borrower in amounts not to exceed such Lender’s Pro Rata Share of AvailabilityAvailability of such Borrower, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to a Borrower or issue or arrange to have issued Letters of Credit for the account of a Borrower in excess of the Availability of such Borrower on one or more occasions, but if they do so, neither the Administrative Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Availability of such Borrower or to be obligated to exceed such limits on any other occasion. If ; provided, that nothing herein shall in any way limit the making of any proposed Borrowing would cause Availability to be less than zero, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Administrative Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The . If the Administrative Agent has actual knowledge that any Borrowing by a Borrower shallwould exceed Availability of such Borrower, upon demand by the Lenders shall not, without the prior written consent of all of the Lenders, make such Borrowing to such Borrower until such excess has been eliminated, subject to the Administrative Agent’s authority, execute and deliver in its sole discretion, to each Lender a promissory note make Agent Advances pursuant to evidence the terms of Section 1.2(i). Notwithstanding anything herein to the contrary, not greater than $60,000,000 of Revolving Loan of that Lender. Each note Loans shall be in made on the principal amount of Closing Date to refinance Indebtedness existing on the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower Effective Date or to pay fees and expenses incurred in connection with the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination DateTransactions.

Appears in 1 contract

Sources: Revolving Credit Agreement (Foamex International Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Lender severally, but not jointly, agrees, upon the Borrower’s Funds Administrator's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrowers on a joint and several basis in amounts not to exceed such Lender’s 's Pro Rata Share of Availability with respect to Garlock Sealing or the Excess Collateral Providers, as the case may ▇▇ (▇▇ if less, such Lender's Pro Rata Share of Aggregate Availability), on behalf of which such request is made, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the applicable Garlock Sealing Borrowing Base or the Excess Collateral Providers Bo▇▇▇▇▇▇▇ Base (as applicable) on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the such Borrowing Base or to be obligated to exceed such limits on any other occasion. If any Borrowing to Garlock Sealing would exceed the making Availability of Garlock Sealing, an▇ ▇▇▇▇▇wing to the Excess Collateral Providers wo▇▇▇ ▇▇▇eed the Availability of the Excess Collateral Providers, or any proposed Borrowing would cause Availability to be less than zeroany Borrower exceed Aggregate Availability, the Lenders may refuse to make or may otherwise restrict the making of such Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Enpro Industries Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Lender severally, but not jointly, agrees, upon the a Borrower’s request from time to time on AMENDED AND RESTATED CREDIT AGREEMENT any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (including revolving loans made pursuant to Section 1.2(h) and Non-Ratable Loans and Agent Advances made pursuant to Section 1.2(i) and Section 1.2(j), respectively, the “Revolving Loans”) to the Borrower Borrowers in amounts not to exceed such Lender’s Pro Rata Share Share, based upon its Revolving Loans Commitment, of the Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability or the Borrowing Base on one or more occasions, but but, if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Availability or the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of Aggregate Revolver Outstandings would exceed Availability after giving effect to any proposed Borrowing would cause Availability to be less than zeroBorrowing, then the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans and the issuance of Letters of Credit as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i1.2(j). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Imperial Sugar Co /New/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 811 and subject to the applicable DIP Orders, each Lender severally, but not jointly, severally agrees, upon the Borrower’s Borrowers’ request from time to time on any Business Day during the period from the Closing Date to but excluding the Termination Date, to make revolving loans (the “Revolving LoansLoans ”) to the Borrower Borrowers, in amounts not to exceed (except for the Bank with respect to Bank Loans or Agent Advances) such Lender▇▇▇▇▇▇’s Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to the Borrowers or issue participate (as provided for in Section 2.3(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Combined Availability to be is equal or less than zero, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminatedthe Combined Availability is greater than zero, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(i). (ii) The Borrower shall, upon demand by . Subject to the Agent, execute terms and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectivelyconditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination DateLoans.

Appears in 1 contract

Sources: Loan and Security Agreement

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each the Lender severally, but not jointly, agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower in amounts not to exceed the Borrowing Base of such Lender’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent AdvancesBorrower. The LendersLender, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability of a Borrower on one or more occasions, occasions but if they do so, neither it does so the Agent nor the Lenders Lender shall not be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making Aggregate Revolver Outstandings of any proposed a Borrower exceed the Borrowing would cause Availability to be less than zeroBase of such Borrower, or the Aggregate Revolver Outstandings of all Borrowers exceed the Borrowing Base of all Borrowers or the Aggregate Availability, the Lenders Lender may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine Lender determines until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the . All Revolving Loan of that Lender. Each note Loans shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower deemed first to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving be Inventory Loans to the Borrowermaximum amount permitted under the definition of Borrowing Base, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance and payments of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Dateapplied first to Revolving Loans other than Inventory Loans except as required by Section 4.4 or 4.5.

Appears in 1 contract

Sources: Loan and Security Agreement (Cerprobe Corp)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower such Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans, Agent Advances or Over Advances) such Lender’s 's Pro Rata Share of such Borrower's Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in Section 2.4(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit for the account of a Borrower in excess of such Borrower's Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Individual Revolver Amount or the Availability of a Borrower or to be obligated to exceed such limits on any other occasion. If the making Aggregate Revolver Outstandings for the account of any proposed Borrowing would cause a Borrower exceeds the Availability to be less than of such Borrower (with such Availability for this purpose calculated as if the Aggregate Revolver Outstandings for the account of such Borrower were zero), the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans for the account of either Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(i), and subject to the Agent's authority, in its sole discretion, to make Over Advances pursuant to the terms of Section 2.2(j). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Strategic Distribution Inc)

Amounts. (i) Subject to all the satisfaction terms and conditions of this Agreement and the conditions precedent set forth Interim Bankruptcy Court Order and the Final Bankruptcy Court Order, and in Article 8the absence of an Event or Event of Default (either before or after giving effect to the relevant Revolving Loan), each Lender severally, but not jointly, agrees, upon the Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, severally agrees to make revolving loans (the "Revolving Loans") to a Borrower until, but not including the Borrower Termination Date, upon such Borrower's request from time to time in amounts accordance with Section 2.2(b), in an amount not to exceed exceed, in the aggregate at any time outstanding, the lesser of (i) such Lender’s 's Commitment and (ii) such Lender's Pro Rata Share of the Availability, except for Non-Ratable Loans and Agent Advances. No Revolving Loan shall be made if the amount of such Revolving Loan would exceed the Availability at such time. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Availability or to be obligated to exceed such limits on any other occasion. If Without intending to limit the making discretion of the Agent or any proposed Borrowing would cause Lender with respect to Revolving Loans, if at any time the unpaid balance of the Revolving Loans giving effect to the requested Revolving Loan exceeds the Availability to be less than (with the Availability determined as if the amount of the outstanding Revolving Loans were zero), then the Lenders Lenders, or any of them, may refuse to make or may otherwise restrict the making of Revolving Loans on such terms as the Lenders Lenders, or such Lender, may determine until such excess has been eliminated. Each borrowing hereunder shall consist of the same type of Revolving Loans which shall, at the option of the Borrower (but subject to the Agent’s authorityprovisions of this Agreement), in its sole discretionbe either Reference Rate Loans or Eurodollar Rate Loans, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand as specified by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be Borrower in the principal amount Notice of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination DateBorrowing requesting same.

Appears in 1 contract

Sources: Loan Agreement (Edison Brothers Stores Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Revolving Lender severally, but not jointly, agrees, upon the a Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the such Borrower in amounts not to exceed such Revolving Lender’s Pro Rata Share of AvailabilityAvailability of such Borrower, except for Non-Ratable Loans and Agent Advances. The Revolving Lenders, however, in their unanimous discretiondiscretion and with the prior written consent of the Majority Term Lenders (subject to Section 12.21), may elect to make Revolving Loans to a Borrower or issue or arrange to have issued Letters of Credit for the account of a Borrower in excess of Availability the Borrowing Base of such Borrower on one or more occasions, but if they do so, neither the Administrative Agent nor the Revolving Lenders shall be deemed thereby to have changed the limits of the Borrowing Base of such Borrower or to be obligated to exceed such limits on any other occasion; provided, that nothing herein shall in any way limit the Administrative Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). If the making Administrative Agent has actual knowledge that any Borrowing by a Borrower would exceed Availability of any proposed Borrowing would cause Availability to be less than zerosuch Borrower, the Revolving Lenders may refuse shall not, without the prior written consent of the Majority Term Lenders, make such Borrowing to make or may otherwise restrict the making of Revolving Loans as the Lenders determine such Borrower until such excess has been eliminated, subject to the Administrative Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Manufacturers Services LTD)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to but excluding the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Borrower's Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in Section 2.4(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Availability or to be obligated to exceed such limits on any other occasion. If the making sum of outstanding Revolving Loans, the aggregate amount of Pending Revolving Loans, the undrawn amount of outstanding Letters of Credit and any proposed Borrowing would cause Availability to be less than zerounpaid reimbursement obligations in respect of Letters of Credit exceeds the Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (United States Leather Inc /Wi/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8SECTIONS 10.1 and 10.3, each Lender severally, but not jointly, agrees, upon the any Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the such Borrower in amounts not to exceed such Lender’s Pro Rata Share of Availability, (except for the Bank with respect to Non-Ratable Loans and except for the Agent with respect to Agent Advances) such Lender's Pro Rata Share of the portion of the Borrowing Base allocable to such Borrower (as shown on the most recent Borrowing Base Certificate delivered to the Agent); PROVIDED, HOWEVER, that the aggregate principal amount of all outstanding Revolving Loans made to the Borrowers shall not exceed the Borrowing Base, except to the extent permitted under SECTION 13. 1. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability for a particular Borrower or Total Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Aggregate Revolver Outstandings exceed, or after giving effect to the Pending Revolving Loans would exceed, the Borrowing would cause Availability to be less than zeroBase, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(iSECTION 2.2(I). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Worldtex Inc)

Amounts. (i) Subject to the satisfaction terms and conditions of this Agreement and relying upon each of the conditions precedent representations and warranties of the Borrower and the Guarantors set forth in Article 8each of the Loan Documents, each Lender severally, but not jointly, agrees, upon agrees to make Loans and issue Letters of Credit to the Borrower’s request , at any time and from time to time on any Business Day during the period from and after the Closing Date to and until the Termination Maturity Date, to make revolving loans (the “Revolving Loans”) to the Borrower in amounts an aggregate principal amount at any time outstanding not to exceed (except for GMAC CF with respect to Non-Rateable Loans and except for the Agent with respect to Agent Advances) such Lender’s Pro Rata Share of Availabilitythe lesser of (x) the Borrowing Base in effect at such time and (y) the Maximum Revolving Credit Line, except for Non-Ratable consisting of Revolving Loans and Agent AdvancesLetters of Credit as described in Sections 2.2 and 2.3 hereof, respectively (the “Revolving Credit Facility”). The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters exceed the limits of Credit in excess the Availability of Availability the Borrower on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Availability of the Borrower or to be obligated to exceed such the limits of the Availability of the Borrower on any other occasion. If If, at any time, the making unpaid balance of any proposed the Revolving Loans plus the L/C Reserve exceeds the Borrowing would cause Availability to be less than zeroBase, or the unpaid balance of the Revolving Loans plus the aggregate face amount of all Letters of Credit exceeds the Maximum Revolving Credit Line, then the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans and/or Letters of Credit on such terms as the Lenders determine until such excess has been eliminatedeliminated and the Borrower shall immediately repay to the Agent, for the account of the Lenders, in accordance with their respective Pro Rata Shares, an amount equal to such excess, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(h). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan Agreement (Ainsworth Lumber Co LTD)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8ARTICLE II, each Lender severally, but not jointly, agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (together with each Agent Advance and Non-Ratable Loan, the “Revolving Loans”"REVOLVING LOANS") to the Borrower in amounts not to exceed such Lender’s 's Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Aggregate Revolver Outstandings exceed the Borrowing would cause Availability to be less than zeroBase, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(iSECTION 1.2(I). (ii) The Borrower shall, upon demand by . Each Lender is purchasing a portion of the Agent, execute and deliver to each Lender a promissory note to evidence the Existing Revolving Loan and a portion of that Lenderthe Existing Acquisition Loan. Each note shall be A portion of the outstanding principal balance of the Existing Revolving Loan in the aggregate principal amount of the Lender’s Pro Rata Share $9,483,333.33 is hereby restated as a portion of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all outstanding Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Datehereunder.

Appears in 1 contract

Sources: Credit Agreement (Packaged Ice Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8ARTICLE 10, each Lender severally, but not jointly, severally agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower such Borrower, in amounts not to exceed for the Borrowers on an aggregate basis (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to the Borrowers or issue participate (as provided for in SECTION 2.3(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the making sum of (i) the aggregate outstanding Revolving Loans and Term Loans to the Borrowers, (ii) the aggregate amount of Pending Revolving Loans to the Borrowers, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any proposed Borrowing would cause unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability to be less than (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to a Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(iSECTION 2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Hills Stores Co /De/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Lender severally, but not jointly, agrees, agrees upon the Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrower Borrowers in amounts not to exceed such Lender’s Pro Rata Share of AvailabilityAvailability and CAPEX Loans (collectively with the Revolving Loans, the “Loans”) to the Borrowers in amounts not to exceed such Lender’s CAPEX Loan Commitment except in each instance for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of Aggregate Revolver Outstandings would exceed Availability after giving effect to any proposed Borrowing would cause Availability to be less than zeroBorrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (MWI Veterinary Supply, Inc.)

Amounts. (i) Subject to the terms herein including the satisfaction of the conditions precedent set forth in Article 88 and subject to the Financing Orders, each New Term Lender severally, but not jointly, agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date entry of the Interim Order to the Termination Date, agrees to make revolving new term loans (the “Revolving "New Term Loans") to the Borrower in amounts an aggregate principal amount not to exceed such New Term Lender’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The Lenders's New Term Loan Commitment; provided, however, in their unanimous discretion, may elect that (i) no more than $20,000,000 of New Term Loans (excluding Facility Fees that are deemed to make Revolving be New Term Loans or issue or arrange pursuant to have issued Letters Section 2.4 and paid-in-kind interest added to the principal balance of Credit in excess of Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders any New Term Loan pursuant to Section 2.1) shall be deemed thereby to have changed made during the limits period beginning on the Closing Date and ending on the entry of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zero, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). Final Order and (ii) The Borrower shallafter giving effect to such New Term Loan, upon demand by the AgentAggregate Outstandings shall not exceed the Adjusted Borrowing Base then in effect. Notwithstanding anything herein to the contrary, execute not greater than $56,000,000 of New HOUSTON\2261364 Term Loans (excluding Facility Fees that are deemed to be New Term Loans pursuant to Section 2.4 and deliver paid-in-kind interest added to each Lender a promissory note the principal balance of any New Term Loan pursuant to evidence the Revolving Loan of that Lender. Each note Section 2.1) shall be in made during the principal amount term of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”)this Agreement. Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in Amounts borrowed under this Section 1.2. The entire unpaid balance of the Revolving Loans 1.2(a) and all other non-contingent Obligations shall repaid or prepaid may not be immediately due and payable in full in immediately available funds on the Termination Datereborrowed.

Appears in 1 contract

Sources: Debt Agreement (Foamex International Inc.)

Amounts. (i) Subject to the satisfaction of all of the terms and conditions precedent set forth in Article 8of this Agreement, each Lender severally, but not jointly, agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower in amounts not to exceed such Lender’s 's Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zeroexceed Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, shall execute and deliver to each Lender a promissory note to evidence the Revolving Loan Loans of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments's Commitment, dated the date hereof and substantially in the form of Exhibit A (each a "Revolving Loan Note" and, collectively, the "Revolving Loan Notes"). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments's Commitment, or, if less, such Lender’s 's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, Borrower together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Saks Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8ARTICLE 8 (Conditions of Lending), each Lender severally, but not jointly, agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower in amounts not to exceed such Lender’s 's Pro Rata Share of AvailabilityAvailability (based on such Lender's Pro Rata Share of Revolving Loan Commitments), except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of Aggregate Revolver Outstandings would exceed Availability after giving effect to any proposed Borrowing would cause Availability to be less than zeroBorrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i) (Agent Advances). (ii) The Borrower shall, upon demand by the Agent, shall execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s 's Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A A-1 (such promissory notes, together with any new notes issued pursuant to Section 11.2 (Assignments; Participations) upon the assignment of any portion of any Lender's Revolving Loans, being hereinafter referred to collectively as the "Revolving Loan Notes" and each of such promissory notes being hereinafter referred to individually as a Revolving Loan Note” and, collectively, the “Revolving Loan Notes”"). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s 's Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s 's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, Borrower together with interest thereon as prescribed in this Section 1.23.1 (Revolving Loans). The entire unpaid balance of the Revolving Loans Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Weston Roy F Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8ARTICLE 10, each Lender severally, but not jointly, severally agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower such Borrower, in amounts not to exceed for the Borrowers on an aggregate basis (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to the Borrowers or issue participate (as provided for in SECTION 2.3(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the making sum of (i) the aggregate outstanding Revolving Loans to the Borrowers, (ii) the aggregate amount of Pending Revolving Loans to the Borrowers, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any proposed Borrowing would cause unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability to be less than (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to a Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(iSECTION 2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Hills Stores Co /De/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except with respect to BANA Loans) such Lender’s 's Pro Rata Share of the Borrower's Revolver Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in Section 2.4(f) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Revolver Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Revolver Availability or to be obligated to exceed such limits on any other occasion. If the making sum of outstanding Revolving Loans, the aggregate amount of Pending Revolving Loans, the undrawn amount of outstanding Letters of Credit and any proposed Borrowing would cause Availability to be less than zerounpaid reimbursement obligations in respect of Letters of Credit exceeds the Revolver Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (LDM Technologies Inc)

Amounts. (i) Subject to the satisfaction of all of the terms and conditions precedent set forth in Article 8of this Agreement, each Lender severally, but not jointly, agrees, upon the request of a Borrower (or Administrative Borrower on behalf of such Borrower’s request ) from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrower Borrowers in amounts not to exceed such Lender’s Pro Rata Share of Availability. In addition to the Agent’s rights under Section 1.2(i), except for Non-Ratable Loans and Agent Advances. The the Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zeroexceed Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, authority to make Agent Advances pursuant in accordance with and subject to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, Borrowers shall execute and deliver to each Lender that so requests, promptly upon such Lender’s or the Agent’s request, a promissory note to evidence the Revolving Loan Loans of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan CommitmentsCommitment, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”); provided, that, each applicable Lender shall promptly either return to Administrative Borrower any Revolving Loan Note issued to such Lender under the Existing Credit Agreement or deliver a lost note affidavit and indemnity reasonably acceptable to the Administrative Borrower. Each Revolving Loan Note shall represent the obligation of the Borrower Borrowers to pay the amount of such Lender’s Pro Rata Share of the Revolving Loan CommitmentsCommitment, or, if less, such Lender’s Pro Rata Share ’s (A) in the case of loss, theft or destruction, an unsecured agreement of indemnity from such Lender in form reasonably satisfactory to the aggregate unpaid Administrative Borrower and such Lender, or (B) in the case of mutilation, upon surrender and cancellation of such Revolving Loan Note, the Borrowers will issue, in lieu thereof, a replacement Revolving Loan Note in favor of such Lender, in the same principal amount thereof and otherwise of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Datelike tenor.

Appears in 1 contract

Sources: Credit Agreement (Saks Inc)

Amounts. (i) Subject to the satisfaction terms and conditions of the conditions precedent set forth in Article 8this Agreement, each Lender severally, but not jointly, agrees, upon ACL's request on behalf of the Borrower’s request Borrowers, from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrowers in amounts not to exceed such Lender’s 's Pro Rata Share of Availabilitythe Commitments, except for Non-Ratable Loans and Agent Advances. The Lendersprovided, however, that at no time shall Revolving Loans be made if, as a result thereof, the Aggregate Revolver Outstandings would exceed the Borrowing Base. Notwithstanding the proviso in the preceding sentence, the Lenders may, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange that would cause the Aggregate Revolver Outstandings to have issued Letters of Credit in excess of Availability exceed the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If any requested Revolving Loan exceeds the making of any proposed Borrowing would cause Unused Availability to be less than zero, then the Lenders may refuse to make or may otherwise restrict the making of such Revolving Loans as the Lenders determine until such excess has been eliminatedLoan, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.01(b)(x). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan Agreement (American Barge Line Co)

Amounts. (i) Subject to the satisfaction terms and conditions of the conditions precedent set forth in Article 8this Agreement, each Lender severally, but not jointly, agrees, upon the BorrowerACL’s request on behalf of the Borrowers, from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrower Borrowers in amounts not to exceed such Lender’s Pro Rata Share of Availabilitythe Commitments, except for Non-Ratable Loans and Agent Advances. The Lendersprovided, however, that at no time shall Revolving Loans be made if, as a result thereof, the Aggregate Revolver Outstandings would exceed the Borrowing Base. Notwithstanding the proviso in the preceding sentence, the Lenders may, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange that would cause the Aggregate Revolver Outstandings to have issued Letters of Credit in excess of Availability exceed the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If any requested Revolving Loan exceeds the making of any proposed Borrowing would cause Unused Availability to be less than zero, then the Lenders may refuse to make or may otherwise restrict the making of such Revolving Loans as the Lenders determine until such excess has been eliminatedLoan, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.01(b)(x). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan Agreement (Jeffboat LLC)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except with respect to BABC Loans) such Lender’s 's Pro Rata Share of the Borrower's Revolver Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in Section 2.4(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Revolver Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Revolver Availability or to be obligated to exceed such limits on any other occasion. If the making sum of outstanding Revolving Loans, the aggregate amount of Pending Revolving Loans, the undrawn amount of outstanding Letters of Credit and any proposed Borrowing would cause Availability to be less than zerounpaid reimbursement obligations in respect of Letters of Credit exceeds the Revolver Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (LDM Technologies Co)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Lender severally, but not jointly, agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrowers (including Revolving Loans that qualify as Ex-Im Bank Guaranteed Loans under the Ex-Im Bank Borrower Agreement) in amounts not to exceed such Lender’s 's Pro Rata Share of the Availability, except for Non-Ratable Loans and Agent AdvancesAdvances and as otherwise set forth herein with respect to Ex-Im Bank Guaranteed Loans. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit or Credit Support in excess of the Availability or the Borrowing Base on one or more occasionsoccasions (provided that any such advance of an Ex-Im Bank Guaranteed Loan may not exceed the limitations specified in Section 1.2(k) or in the definition of Export-Related Borrowing Base contained in the Ex-Im Bank Borrower Agreement), but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Availability or the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of Aggregate Revolver Outstandings would exceed the Borrowing Base after giving effect to any proposed Borrowing would cause Availability to be less than zeroBorrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans and the issuance of Letters of Credit and Credit Support as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i1.2(j). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Encore Medical Corp)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the 'Revolving Loans') to the Borrower Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to the Borrower or issue participate (as provided for in Section 2.3(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the making sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any proposed Borrowing would cause unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability to be less than (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date."

Appears in 1 contract

Sources: Loan and Security Agreement (Hills Stores Co /De/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 89, each Lender severally, but not jointly, severally agrees, upon the Borrower’s Parent's request from time to time on any Business Day during the period from the Closing Date to the Termination Datetime, to make revolving loans (the “Post-Petition Revolving Loans”) Loans to the Borrower Borrowers, in amounts not to exceed (except with respect to Settlement Loans or Agent Advances) such Lender’s 's Pro Rata Share of Availability, except for Non-Ratable Loans and Agent AdvancesAvailability at such time. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in Section 2.2(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or to be obligated to exceed such limits on any other occasion. If the making sum of any proposed Borrowing would cause Availability to be less than zerooutstanding Post-Petition Revolving Loans, the Lenders aggregate amount of Pending Revolving Loans, the undrawn amount of outstanding Letters of Credit and any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Maximum Revolver Amount, the Lenders, or any of them, may refuse to make or may otherwise restrict the making of Revolving Loans on such terms as the Lenders Lenders, or such Lender, may determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Laclede Steel Co /De/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8, each Revolving Lender severally, but not jointly, agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the such Borrower in amounts not to exceed such Revolving Lender’s 's Pro Rata Share of AvailabilityAvailability of such Borrower, except for Non-Ratable Loans and Agent Advances. The Revolving Lenders, however, in their unanimous discretiondiscretion with the prior written consent of all the Lenders (subject to Section 12.21), may elect to make Revolving Loans to a Borrower or issue or arrange to have issued Letters of Credit for the account of a Borrower in excess of the Availability of such Borrower on one or more occasions, but if they do so, neither the Administrative Agent nor the Revolving Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Availability of such Borrower or to be obligated to exceed such limits on any other occasion; provided, that nothing herein shall in any way limit the Administrative Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). If the making Administrative Agent has actual knowledge that any Borrowing by a Borrower would exceed Availability of any proposed Borrowing would cause Availability to be less than zerosuch Borrower, the Revolving Lenders may refuse shall not, without the prior written consent of all of the Lenders, make such Borrowing to make or may otherwise restrict the making of Revolving Loans as the Lenders determine such Borrower until such excess has been eliminated, subject to the Administrative Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Foamex International Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8ARTICLE 10, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except for the Bank with respect to Non-Ratable Loans, Agent Advances or Over Advances) such Lender’s 's Pro Rata Share of the Borrower's Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in SECTION 2.4(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit for the account of the Borrower in excess of the Borrower's Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Availability of the Borrower or to be obligated to exceed such limits on any other occasion. If the making Aggregate Revolver Outstandings for the account of any proposed Borrowing would cause the Borrower exceeds the Availability to be less than of the Borrower (with such Availability for this purpose calculated as if the Aggregate Revolver Outstandings for the account of the Borrower were zero), the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans for the account of the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(iSECTION 2.2(i), and subject to the Agent's authority, in its sole discretion, to make Over Advances pursuant to the terms of SECTION 2.2(j). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Strategic Distribution Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810 and subject to the Interim Bankruptcy Court Order and the Final Bankruptcy Court Order, as the case may be, each Lender severally, but not jointly, severally agrees, upon the Borrower’s Borrowers' request from time to time on any Business Day during the period from the Closing Date to but excluding the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrowers, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to the Borrowers or issue participate (as provided for in Section 2.3(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Combined Availability to be is equal or less than zero, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminatedthe Combined Availability is greater than zero, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”2.2(i). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan CommitmentsAll loans (including principal, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with accrued interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and fees) and all other non-contingent Obligations obligations owing under the Interim Agreement and related documents shall be immediately due deemed to be Revolving Loans hereunder and/or other Obligations owing under this Agreement. Subject to the terms and payable in full in immediately available funds on conditions set forth herein, the Termination DateBorrowers may borrow, prepay and reborrow Revolving Loans.

Appears in 1 contract

Sources: Loan and Security Agreement (Acme Metals Inc /De/)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 88 below, each Lender severally, but not jointly, agrees, upon the Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrower in amounts not to exceed such Lender’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zeroexceeds Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i1.2(i)(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory an amended and restated note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A A-1 (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, Borrower together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Alon USA Energy, Inc.)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 88 (and with respect to Ex-Im Bank Revolving Loans, such other conditions precedent imposed by the Bank), each Lender severally, but not jointly, agrees, upon the a Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrowers (including Ex-Im Bank Revolving Loans to Borrowers that are eligible borrowers under an Ex-Im Bank Guaranteed Loan; provided, however, no Lender shall have any obligation to extend an Ex-Im Bank Revolving Loan to any Borrower after the sooner of three (3) years after the Funding Date of the initial Ex-Im Bank Revolving Loan, if any, or the Termination Date) in amounts not to exceed such Lender’s Pro Rata Share of Availability, except for Non-Non Ratable Loans and Agent AdvancesAdvances and, as otherwise set forth herein, with respect to Ex-Im Bank Revolving Loans. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zeroexceed Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Unifi Inc)

Amounts. (i) Subject to the satisfaction all of the terms and conditions precedent set forth in Article 8of this Agreement, each the Lender severally, but not jointly, agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the such Borrower in amounts not to exceed such Lender’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The LendersLender, however, in their unanimous its discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability on one or more occasions, but if they do it does so, neither the Agent nor the Lenders Lender shall not be deemed thereby to have changed the limits of Availability or the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zeroexceed Availability, the Lenders Lender may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i)Loans. (ii) The Borrower shall, upon demand by the Agent, Borrowers shall execute and deliver to each the Lender a promissory note to evidence the Revolving Loan of that LenderLoan. Each Such note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, $30,000,000 and be dated the date hereof and substantially in (the form of Exhibit A (each a “Revolving Loan "Note” and, collectively, the “Revolving Loan Notes”"). Each Revolving Loan The Note shall represent the obligation of the Borrower Borrowers to pay the amount of Lender’s Pro Rata Share of the Revolving Loan CommitmentsCommitment, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, Borrowers together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date1.

Appears in 1 contract

Sources: Credit Agreement (Reeds Jewelers Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Initial Funding Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the lesser of (i) the Maximum Revolver Amount and (ii) the Availability, except for Non-Ratable Loans and Agent Advances. The LendersAll of the Lenders acting in concert, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Maximum Revolver Amount or the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Availability or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Aggregate Revolver Outstandings exceeds the Availability to be less than (with Availability for this purpose calculated as if the Aggregate Revolver Outstandings were zero) or if the Revolving Loans exceed the Maximum Revolver Amount, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan and Security Agreement (Consolidated Freightways Corp)

Amounts. (i) Subject to the satisfaction of all of the terms and conditions precedent set forth in Article 8of this Agreement, each Lender severally, but not jointly, agrees, upon the Borrower’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the “Revolving Loans”) to the Borrower in amounts not to exceed such Lender’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. The In addition to the Agent’s rights under Section 1.2(i), the Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Availability to be less than zeroexceed Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s authority, in its sole discretion, authority to make Agent Advances pursuant in accordance with and subject to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, shall execute and deliver to each Lender a promissory note to evidence the Revolving Loan Loans of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan CommitmentsCommitment, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.’s

Appears in 1 contract

Sources: Credit Agreement (Saks Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8ARTICLE 10, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period any Period of Availability from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except for Bank of America with respect to Bank of America Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Borrower's Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in SECTION 2.4(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Availability or to be obligated to exceed such limits on any other occasion. If the making of any proposed Borrowing would cause Aggregate Revolver Outstandings exceed the Availability to be less than (with the Availability for this purpose calculated as if the Aggregate Revolver Outstandings were zero), the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(iSECTION 2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan, Guaranty and Security Agreement (Riddell Sports Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 8VIII, each Lender severally, but not jointly, agrees, upon the a Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrowers (including Revolving Loans that qualify as Ex-Im Bank Guaranteed Loans under the Borrowers' Ex-Im Agreement) in amounts not to exceed such Lender’s 's Pro Rata Share of Availability, except for as set forth herein with respect to Non-Ratable Loans and Agent AdvancesAdvances and, as otherwise set forth herein, with respect to Ex-Im Bank Guaranteed Loans. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of Availability the Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of Aggregate Revolver Outstandings would exceed Availability after giving effect to any proposed Borrowing would cause Availability to be less than zeroBorrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Credit Agreement (Unova Inc)

Amounts. (i) Subject to the satisfaction of the --------------- ------- conditions precedent set forth in Article 810, each Lender severally, but not jointly, agrees, upon the Borrower’s applicableBorrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the applicable Borrower in amounts not to exceed (except for the Bank with respect to Non-Ratable Loans or for the Agent with respect to Agent Advances) such Lender’s 's Pro Rata Share of Availability, except for Non-Ratable the Borrowing Base; provided that the Revolving Loans and Agent Advancesto IMS AB shall not exceed an amount equal to clause (a)(ii)(C) of the definition of Borrowing Base. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the making of any proposed Aggregate Revolver Outstandings exceed the Borrowing would cause Availability to be less than zeroBase, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”2.2(i). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.-------------

Appears in 1 contract

Sources: Loan and Security Agreement (Envirosource Inc)

Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 810, each Lender severally, but not jointly, severally agrees, upon the Borrower’s 's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the "Revolving Loans") to the Borrower Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender’s 's Pro Rata Share of the Borrower's Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue participate (as provided for in Section 2.4(f)) in the credit support or arrange enhancement provided through the Agent to have issued the issuers of Letters of Credit in excess of the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base Maximum Revolver Amount or the Availability or to be obligated to exceed such limits on any other occasion. If the making sum of outstanding Revolving Loans, the aggregate amount of Pending Revolving Loans, the undrawn amount of outstanding Letters of Credit and any proposed Borrowing would cause Availability to be less than zerounpaid reimbursement obligations in respect of Letters of Credit exceeds the Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans as the Lenders determine until such excess has been eliminated, subject to the Agent’s 's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i2.2(i). (ii) The Borrower shall, upon demand by the Agent, execute and deliver to each Lender a promissory note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender’s Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of Lender’s Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to the Borrower, together with interest thereon as prescribed in this Section 1.2. The entire unpaid balance of the Revolving Loans and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.

Appears in 1 contract

Sources: Loan Agreement (United States Leather Inc /Wi/)