Common use of Borrowing Procedure Clause in Contracts

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 5 contracts

Samples: Credit Agreement (CSC Holdings LLC), Credit Agreement (Altice USA, Inc.), Credit Agreement (Altice USA, Inc.)

AutoNDA by SimpleDocs

Borrowing Procedure. In order the case of Revolving Loans and EPL Loans, by delivering a Borrowing Request to request the Administrative Agent on or before noon, New York time, on a Term Loan Borrowing or a Revolving Credit BorrowingBusiness Day, the Borrower shall notify Borrower, in the case of Revolving Loans, or EPL, in the case of EPL Loans, may from time to time irrevocably request, on the same Business Day’s notice in the case of Base Rate Loans, or three Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000, (b) in the case of Base Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000 or, in either case, in the unused amount of the Revolving Loan Availability or the EPL Loan Availability, as applicable; provided, that no LIBO Rate Loans may be advanced when any Default, Borrowing Base Deficiency or EPL Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery, electronic mail or facsimile to the Administrative Agent of the applicable Borrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the Type of Loans, and shall be made on the Business Day, specified in such request by telephone not later than 12:00 Borrowing Request. In the case of Revolving Loans or EPL Loans, on or before 11:00 a.m., New York time, on such Business Day (or 3:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request Base Rate Loan requested on the same Business Day), each Lender that has a Revolving Loan Commitment or EPL Loan Commitment, as applicable, to make the Loans being requested shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to deposit with the Administrative Agent same day funds in an amount equal to such Revolving Lender’s Percentage of a written the requested Borrowing Request and shall specify or such EPL Lender’s Percentage of the following information: (a) whether the Borrowing then being requested is Borrowing, as applicable. Such deposit will be made to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date account which the Administrative Agent shall have notified specify from time to time by notice to the Borrower that Revolving Lenders or EPL Lenders, as applicable. To the primary syndication of extent funds are received from the Loans has been completed (which notice shall be given Revolving Lenders or EPL Lenders, as promptly as practicable) and (y) the date that is 30 days after the Closing Date); providedapplicable, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by shall make such funds available to the Borrower or EPL, as applicable, by wire transfer to the accounts the Borrower or EPL, as applicable, shall have specified in such its Borrowing Request; (b) the date of such Borrowing (which . No Lender’s obligation to make any Loan shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding affected by any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each other Lender’s portion of the requested Borrowingfailure to make any Loan.

Appears in 3 contracts

Samples: Credit Agreement (Energy Xxi (Bermuda) LTD), Credit Agreement (Epl Oil & Gas, Inc.), Credit Agreement (Energy Xxi (Bermuda) LTD)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Each Revolving Credit Borrowing, each conversion of a Borrowing from one Type to the other, and each continuation of a Eurodollar Rate Borrowing shall be made upon the Borrower shall notify the Representative’s irrevocable notice to Administrative Agent, which may be given by telephone. Each such notice must be received by Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, 11:00 a.m. (i) three (3) Business Days before prior to the requested date of any Borrowing of, conversion to or continuation of a proposed Eurodollar Rate Borrowing or of any conversion of a Eurodollar Loans Rate Borrowing to a Base Rate Borrowing, and (or such shorter period as may be agreed ii) on the requested date of any Base Rate Borrowing. Each telephonic notice by the Administrative AgentBorrower Representative pursuant to this Section 2.1(b) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall must be confirmed promptly by hand delivery, e-mail or fax delivery to the Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the Borrower Representative. Each Borrowing of, conversion to or continuation of a Eurodollar Rate Borrowing shall be in a principal amount of $250,000 or a whole multiple of $50,000 in excess thereof. Except as provided in Sections 2.2(c) and 2.3(c), each Borrowing of or conversion to a Base Rate Borrowing shall be in a principal amount of $250,000 or a whole multiple of $50,000 in excess thereof; provided that a Base Rate Borrowing may be in an amount equal to Availability. Each Borrowing Request and (whether telephonic or written) shall specify the following information: (aA) whether the Borrowing then being requested Borrower Representative is to be requesting a Borrowing of Term Loans, Revolving Credit LoansBorrowing, Incremental Term Loans a conversion of Borrowings from one Type to the other, or Incremental Revolving Credit Loans a continuation of Borrowings, (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (xB) the requested date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall Borrowing, conversion or continuation, as the case may be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); , (cC) the number and location principal amount of Borrowings to be borrowed, converted or continued, (D) the account Type of Borrowings to be borrowed or to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such existing Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans andconverted, and (E) if Eurodollar Loansapplicable, the duration of the Interest Period with respect thereto; provided. If the Borrower Representative fails to specify a Type of Borrowing in a Borrowing Request or if the Borrower Representative fails to give a timely notice requesting a conversion or continuation, howeverthen the applicable Borrowing shall be made as, thator converted to, notwithstanding any contrary specification a Base Rate Borrowing. Any such automatic conversion to Base Rate Borrowings shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Borrowing. If the Borrower Representative requests a Borrowing of, conversion to, or continuation of a Eurodollar Rate Borrowing in any such Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no but fails to specify an Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one (1) month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 3 contracts

Samples: Credit Agreement (FlexEnergy Green Solutions, Inc.), Credit Agreement (FlexEnergy Green Solutions, Inc.), Credit Agreement (Natural Gas Services Group Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or (other than a Revolving Credit Borrowingdeemed Borrowing pursuant to Section 2.02(f), as to which this Section 2.03 shall not apply), the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 12:00 p.m.(noon), New York City time, three Business Days before a proposed Borrowing of Eurodollar Loans Borrowing, and (or such shorter period as may be agreed by the Administrative Agentb) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of an ABR Borrowing, not later than 12:00 (noon), New York City time, one Business Day before a Borrowing of ABR Loansproposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax facsimile transmission to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Term Borrowing of Term Loans, or a Revolving Credit LoansBorrowing, Incremental Term Loans and whether such Borrowing is to be a Eurodollar Borrowing or Incremental Revolving Credit Loans an ABR Borrowing (provided that, until the Administrative Agent shall have notified the Borrower that the primary syndication of the Commitments has been completed (which notice shall be given as promptly as practicable and, in any event, within 30 days after the Closing Date), the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datemonth); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 3 contracts

Samples: Credit Agreement (Walter Investment Management Corp), Credit Agreement (Walter Investment Management Corp), First Lien Credit Agreement (Walter Investment Management Corp)

Borrowing Procedure. In order the case of (i) Loans (other than Swingline Loans and Euro Term Loans), by delivering a Borrowing Request to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone not later than on or before 12:00 p.m.noon on a Business Day, New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as the Borrowers may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York timefrom time to time irrevocably request, on the Business Day before the proposed date of a proposed the Borrowing in the case of Base Rate Loans, or on three Business Days’ notice in the case of Eurocurrency Loans denominated in Dollars, or on no less than five Business Days’, in the case of Alternate Currency Loans, that a Borrowing be made, in the case of ABR Eurocurrency Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $1,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $1,000,000 and an integral multiple of $100,000 or, in either case, in the unused amount of the applicable Commitment. Each such telephonic On the terms and subject to the conditions of this Agreement, each Borrowing Request shall be irrevocablecomprised of the type of Loans, and shall be confirmed promptly made on the Business Day and in the Currency specified in such Borrowing Request and (ii) Euro Term Loans, by hand delivery, e-mail or fax delivering a Borrowing Request to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loanson or before 12:00 noon, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided thaton no less than five Business Days’ notice, the Borrower may irrevocably request that Euro Term Loans be made as EURIBOR Loans. In the case of Loans (other than Swingline Loans), on or before 2:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall not deposit with the Administrative Agent same day funds in an amount equal to such Lender’s Revolving Loan Percentage of the requested Borrowing. Such deposit will be permitted made to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date applicable account which the Administrative Agent shall have notified specify from time to time by notice to the Borrower that Lenders. To the primary syndication of extent funds are received from the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); providedLenders, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the account such Borrower shall have specified by the Borrower in such its Borrowing Request; (b) the date of such Borrowing (which . No Lender’s obligation to make any Loan shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding affected by any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each other Lender’s portion of the requested Borrowingfailure to make any Loan.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Ferro Corp), Credit Agreement (Ferro Corp)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify hand deliver or telecopy to the Administrative Agent a duly completed Borrowing Request (i) in the case of such request by telephone a Eurocurrency Borrowing, not later than 12:00 4:00 p.m., New York time, three Business Days before a proposed Borrowing Borrowing, and (ii) in the case of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no an ABR Borrowing, not later than 12:00 p.m.noon, New York time, on the one Business Day before the date of a proposed Borrowing; provided, however, that Borrowing in Requests with respect to Borrowings to be made on the case Effective Date may, at the discretion of a Borrowing of ABR Loansthe Administrative Agent, be delivered later than the times specified above. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly signed by hand delivery, e-mail or fax to on behalf of the Administrative Agent of a written Borrowing Request Borrower and shall specify the following information: (aA) whether the Borrowing then being requested is to be a Eurocurrency Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing RequestABR Borrowing; (bB) the date of such Borrowing (which shall be a Business Day); (cC) the number and location of the account to which funds are to be disburseddisbursed (which shall be an account that complies with the requirements of Section 2.02(c) and shall be an office of the Administrative Agent in New York); (dD) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (eE) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loansa Eurocurrency Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Eurocurrency Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. The Administrative Agent shall promptly (and in any event on the same day that the Administrative Agent receives such notice, if received by 1:00 p.m., New York time, on such day) advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), ) and of each Lender’s 's portion of the requested Borrowing.

Appears in 2 contracts

Samples: Credit Agreement (McDermott International Inc), Credit Agreement (McDermott International Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days (or U.S. Government Securities Business Days in the case of SOFR Borrowings) before a proposed Borrowing of Eurodollar Loans or SOFR Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day (or U.S. Government Securities Business Day in the case of an ABR Borrowing of Revolving Credit Loans) before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or, Eurodollar Loans or Eurodollar SOFR Loans and, if Eurodollar Loans or SOFR Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing or SOFR Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 2 contracts

Samples: Credit Agreement (Altice USA, Inc.), Credit Agreement (Altice USA, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of Eurodollar Loans, not later than 12:00 p.m.noon, New York City time, three Business Days before a the proposed Borrowing Date and (b) in the case of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no Base Rate Loans, not later than 12:00 p.m.noon, New York City time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR LoansDate. Each such telephonic Borrowing Request shall be irrevocable, irrevocable and shall be confirmed promptly by hand delivery, e-mail delivery or fax (or, if agreed by the Administrative Agent, by other electronic transmission) to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Borrowing of Tranche B Term LoansLoan Borrowing, Revolving Credit Loans, an Incremental Term Loans Loan Borrowing or Incremental a Revolving Credit Loans Loan Borrowing, and whether such Borrowing is to be a Eurodollar Borrowing or a Base Rate Borrowing (provided that, until the Administrative Agent shall have notified the Borrower that the primary syndication of the Commitments has been completed (which notice shall be given as promptly as practicable and, in any event, within 30 days after the Closing Date), the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datemonth); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each Loans comprising any Borrowing shall be in an aggregate principal amount that is (1) (A) in the case of Base Rate Loans, $1,000,000 or a whole multiple of $250,000 in excess thereof or (B) in the case of Eurodollar Loans, $2,500,000 or a whole multiple of $250,000 in excess thereof or (2) equal to the remaining available balance of the applicable Commitments. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall comply with be a Base Rate Borrowing. Any Revolving Loans made on the requirements set forth in Section 2.02Closing Date shall initially be Base Rate Loans. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s three months’ duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 4.01 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. Each applicable Lender will make the amount of its pro rata share of each Borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 1:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such Borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower specified in the applicable Borrowing Request with the aggregate of the amounts made available to the Administrative Agent by the applicable Lenders and in like funds as received by the Administrative Agent.

Appears in 2 contracts

Samples: Credit Agreement (Roundy's, Inc.), Credit Agreement (Roundy's, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Each Borrowing, each conversion of a Borrowing from one Type to the Borrower other, and each continuation of a SOFR Borrowing shall notify the be made upon Borrower’s irrevocable notice to Administrative Agent, which may be given by telephone. Each such notice must be received by Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, 11:00 a.m. (i) three (3) U.S. Government Securities Business Days before prior to the requested date of any Borrowing of, conversion to or continuation of a proposed SOFR Borrowing or of Eurodollar Loans any conversion of a SOFR Borrowing to a Base Rate Borrowing and (or such shorter period as may be agreed by the Administrative Agentii) and no later than 12:00 p.m., New York time, on the Business Day before the requested date of a proposed Borrowing in the case of a Borrowing of ABR Loansany Base Rate Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall notice by Borrower pursuant to this Section 2.1(b) must be confirmed promptly by hand delivery, e-mail or fax delivery to the Administrative Agent of a CREDIT AGREEMENT – Page 51 written Borrowing Request, appropriately completed and signed by a Responsible Officer of Borrower. Each Borrowing of, conversion to or continuation of a SOFR Borrowing shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Except as provided in Section 2.2(c) and Section 2.3(b), each Borrowing of or conversion to a Base Rate Borrowing shall be in a principal amount of $250,000 or a whole multiple of $50,000 in excess thereof; provided that a Base Rate Borrowing may be in an amount equal to the Revolving Credit Availability. Each Borrowing Request and (whether telephonic or written) shall specify the following information: (ai) whether Borrower is requesting a Borrowing, a conversion of Borrowings from one Type to the Borrowing then being requested is to be other, or a Borrowing continuation of Term LoansBorrowings, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (xii) the requested date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall Borrowing, conversion or continuation, as the case may be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); , (ciii) the number and location principal amount of Borrowings to be borrowed, converted or continued, (iv) the account Type of Borrowings to be borrowed or to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such existing Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans andconverted, (v) if Eurodollar Loansapplicable, the duration of the Interest Period with respect thereto; provided, howeverand (vi) the amount of the then effective Borrowing Base, thatthe amount of the then effective Aggregate Elected Commitment Amounts, notwithstanding any contrary specification the current total Revolving Credit Exposure of the Revolving Credit Lenders (without regard to the requested Borrowing) and the pro forma total Revolving Credit Exposure of the Revolving Credit Lenders (giving effect to the requested Borrowing). If Borrower fails to specify a Type of Borrowing in a Borrowing Request or if Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Borrowings shall be made as, or converted to, Base Rate Borrowings. Any such automatic conversion to Base Rate Borrowings shall be effective as of the last day of the Interest Period then in effect with respect to the applicable SOFR Borrowings. If Borrower requests a Borrowing of, conversion to, or continuation of a SOFR Borrowing in any such Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no but fails to specify an Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one (1) month’s duration. The Administrative Agent shall promptly advise For the applicable Lenders avoidance of any notice given pursuant to this Section 2.03 (and the contents thereof)doubt, and of each Lender’s portion as of the requested BorrowingClosing Date, the only Type of Borrowings available to Borrower are SOFR Borrowings and Base Rate Borrowings.

Appears in 1 contract

Samples: Credit Agreement (Granite Ridge Resources, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of an ABR Borrowing, not later than 12:00 p.m.noon, New York City time on the Closing Date, (b) in the case of a Eurodollar Borrowing, not later than 12:00 noon, New York City time, three Business Days before a proposed Borrowing the Closing Date, and (c) in the case of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no an ABR Borrowing, not later than 12:00 p.m.noon, New York City time, on the one Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR LoansClosing Date. Each such Such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail delivery or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the such Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with or an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing RequestABR Borrowing; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any the Borrowing Request, each the requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (St Louis Riverboat Entertainment Inc)

Borrowing Procedure. In order to request a Term Borrowing (other than a Swingline Loan Borrowing or a Revolving Credit Borrowingdeemed Borrowing pursuant to Section 2.02(f), as to which this Section 2.03 shall not apply), the Borrower shall notify hand deliver or fax to the Administrative Agent a duly completed Borrowing Request (a) in the case of such request by telephone an Alternative Rate Borrowing, not later than 12:00 p.m., noon (New York time, ) three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m.which Borrowing Request, New York time, on the Business Day before the date of a proposed Borrowing in the case of any proposed Alternative Rate Borrowings to be made on the Closing Date, (x) may be delivered not later than 12:00 noon (New York time) two Business Days before the Closing Date and (y) shall be accompanied by a Borrowing Funding Indemnity), and (b) in the case of an ABR LoansBorrowing, not later than 12:00 noon (New York time) one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly signed by hand delivery, e-mail or fax to on behalf of the Administrative Agent of a written Borrowing Request Borrower and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Term Borrowing or a Revolving Borrowing, provided that such Class is then available hereunder; (ii) the aggregate principal amount of Term Loanssuch Borrowing, provided that in no event shall the aggregate principal amount of such Borrowing exceed the respective Commitment amounts set forth on Schedule 2.01; (iii) the Currency in which such Borrowing is to be made, which shall be Dollars or Euro, or, in the case of a Revolving Credit LoansBorrowing only, Incremental Term Loans or Incremental another Alternative Currency; provided that in no event shall the Borrower request that a Revolving Credit Loans (provided thatBorrowing be denominated in an Alternative Currency if, immediately following the making of such Borrowing, the Borrower shall not aggregate principal amount of Revolving Loans denominated in Alternative Currencies would exceed the Revolving Facility Alternative Currency Sublimit; (iv) whether such Borrowing is to be permitted to request a Eurodollar an Alternative Rate Borrowing with or, if applicable, an Interest Period ABR Borrowing (it being understood that no Borrowing denominated in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall an Alternative Currency will be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datean ABR Borrowing); provided, howeverand, that for each Alternative Rate Borrowing, the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory with respect to the Administrative Agent specified by the Borrower in such Borrowing RequestBorrowing; (bv) the date of such Borrowing (which shall be a Business Day); and (cvi) the number and location of the account to which funds are to be disbursed; disbursed (d) which shall be an account that complies with the amount requirements of such Borrowing (stated in the Available CurrencySection 2.02(c); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto); provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice and such Borrowing is a Revolving Loan (x) for a Borrowing in Dollars, then the requested Borrowing shall be an ABR Borrowing and (y) for a Borrowing in an Alternative Currency, then the requested Borrowing shall be an Alternative Rate Borrowing (with an Interest Period of one month). If no Interest Period with respect to any Eurodollar Alternative Rate Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Interest Periods for any Revolving Alternative Rate Borrowings from and after the Closing Date may be for such duration or such durations as the Administrative Agent and the Borrower may reasonably select in their sole discretion in order to confirm the effectivness of this Agreement. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to in accordance with this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Belmond Ltd.)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 12:00 p.m.(noon), New York City time, three Business Days before a proposed Borrowing of Eurodollar Loans Borrowing, and (or such shorter period as may be agreed by the Administrative Agentb) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of an ABR Borrowing, not later than 12:00 (noon), New York City time, one Business Day before a Borrowing of ABR Loansproposed Borrowing; provided that the Borrower shall not be entitled to request Loans on more than three occasions in the aggregate. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail delivery or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the such Borrowing then being requested is to be a Eurodollar Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans an ABR Borrowing (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans Term Facility has been completed (which notice shall be given as promptly as practicable) and (y) the date that is practicable and, in any event, within 30 days after the Closing Date); provided, howeverthe Borrower shall not be permitted, that without the initial prior written consent of the Administrative Agent, to request a Eurodollar Borrowing with an Interest Period in excess of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Requestone month); (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Term Loan Credit Agreement (King Pharmaceuticals Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the The Borrower shall notify give the Administrative Agent notice of such request by telephone not each borrowing hereunder in accordance with Section 2.9. Not later than 12:00 p.m.1:00 p.m. (New York, New York time) on the date specified for each borrowing hereunder, three Business Days before a proposed Borrowing each Lender will make available the amount of Eurodollar Loans (or the Loan to be made by it on such shorter period as may be agreed date to the Administrative Agent, at the Principal Office, in immediately available funds, for the account of the Borrower. The amount of each borrowing hereunder so received by the Administrative Agent) Agent shall, subject to the terms and conditions of this Agreement, be made available, for and on behalf of the Borrower, in immediately available funds by no later than 12:00 p.m.1:00 p.m. (New York, New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period Administrative Agent may, in its discretion, cause such amounts to be made available directly to or for the benefit of any Eurodollar Borrowing made on the Funding Date shall commence on Person who is to receive the Funding Date proceeds of such Loan in accordance with Section 2.10 (e.g. the Vendor) if and end on a date reasonably satisfactory to the Administrative Agent specified extent that proceeds of such borrowing are used to pay for Nortel Networks Goods and Services. Notwithstanding anything to the contrary contained in this Agreement, if and to the extent that Nortel Networks is a Lender under this Agreement, the Borrower further hereby irrevocably agrees that each Loan to be advanced by Nortel Networks to the Borrower in such accordance with this Agreement (and only in accordance with this Agreement and after the Administrative Agent's receipt of a Notice of Borrowing Request; executed by the Borrower) may (b) in the date discretion of Nortel Networks and if and to the extent that the proceeds of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds Loan are to be disbursed; (dpaid to Nortel Networks) be effectively disbursed on the date set forth in the Notice of Borrowing for such disbursement to the Borrower by virtue of a credit in the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant Loan given to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise under the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested BorrowingMaster Purchase Agreement.

Appears in 1 contract

Samples: Credit Agreement (Net2000 Communications Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, (a) one Business Day before a proposed Borrowing of Eurodollar Loans on the Funding Date and (b) three Business Days before a proposed Borrowing of Eurodollar Loans or SOFR Loans on any other date (or or, in each case, such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans Loans; (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (xii) the date of such Borrowing (which shall be a Business Day); (iii) the Administrative Agent shall have notified the Borrower that the primary syndication number and location of the Loans has been completed account to which funds are to be disbursed; (which notice shall be given as promptly as practicableiv) the amount of such Borrowing (stated in the Available Currency); and (yv) whether the date that is 30 days after Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or, Eurodollar Loans or SOFR Loans and, if Eurodollar Loans or SOFR Loans, the Closing Date)Interest Period with respect thereto; provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing or SOFR Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. Notwithstanding anything to the contrary set forth herein, no request for Borrowing of Eurodollar Loans may be made for a Borrowing Date occurring after June 30, 2023.

Appears in 1 contract

Samples: Credit Agreement (Altice USA, Inc.)

Borrowing Procedure. In order to request a Term Borrowing (other than a Swingline Loan Borrowing or a Revolving Credit Borrowingdeemed Borrowing pursuant to Section 2.02(f), as to which this Section 2.03 shall not apply), the Borrower shall notify hand deliver or fax to the Administrative Agent a duly completed Borrowing Request (a) in the case of such request by telephone an Alternative Rate Borrowing, not later than 12:00 p.m., noon (New York time, ) three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m.which Borrowing Request, New York time, on the Business Day before the date of a proposed Borrowing in the case of any proposed Alternative Rate Borrowings to be made on the Closing Date, (x) may be delivered not later than 12:00 noon (New York time) two Business Days before the Closing Date and (y) shall be accompanied by a Borrowing Funding Indemnity), and (b) in the case of an ABR LoansBorrowing, not later than 12:00 noon (New York time) one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly signed by hand delivery, e-mail or fax to on behalf of the Administrative Agent of a written Borrowing Request Borrower and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Term Borrowing or a Revolving Borrowing, provided that such Class is then available hereunder; (ii) the aggregate principal amount of Term Loanssuch Borrowing, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, that in no event shall the Borrower shall not be permitted to request a Eurodollar aggregate principal amount of such Borrowing with an Interest Period in excess of one month until the earlier of exceed (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and respective Commitment amounts set forth on Schedule 2.01 or, (y) in the date that is 30 days after case of any Revolving Borrowing on the Closing Date, the maximum amount therefor set forth in clause (iii) of the proviso to Section 2.01(b); provided(iii) the Currency in which -65- such Borrowing is to be made, howeverwhich shall be Dollars or Euro; provided that in no event shall the Borrower request that a Revolving Borrowing be denominated in Euros if, immediately following the making of such Borrowing, the aggregate principal amount of Revolving Loans denominated in Euros would exceed the Revolving Facility Euro Sublimit; (iv) whether such Borrowing is to be an Alternative Rate Borrowing or, if applicable, an ABR Borrowing (it being understood that no Borrowing denominated in Euros will be an ABR Borrowing), and, for each Alternative Rate Borrowing, the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory with respect to the Administrative Agent specified by the Borrower in such Borrowing RequestBorrowing; (bv) the date of such Borrowing (which shall be a Business Day); and (cvi) the number and location of the account to which funds are to be disbursed; disbursed (d) which shall be an account that complies with the amount requirements of such Borrowing (stated in the Available CurrencySection 2.02(c); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto); provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice and such Borrowing is a Revolving Loan (x) for a Borrowing in Dollars, then the requested Borrowing shall be an ABR Borrowing and (y) for a Borrowing in Euros, then the requested Borrowing shall be an Alternative Rate Borrowing (with an Interest Period of one month). If no Interest Period with respect to any Eurodollar Alternative Rate Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to in accordance with this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Orient Express Hotels LTD)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m.a.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Closing Date shall commence on the Funding Closing Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.Section

Appears in 1 contract

Samples: Credit Agreement

Borrowing Procedure. In order The Borrower shall give the Lender notice of each Revolving Credit Advance by means of an Advance Request Form containing the information required therein and delivered (by hand or by mechanically confirmed facsimile) to the Lender no later than 1:00 p.m. (Springdale, Arkansas time) on the day on which the Revolving Credit Advance is desired to be funded. There shall not be a minimum amount for any advance hereunder. The Lender at its option may accept telephonic requests for such Advances, provided that such acceptance shall not constitute a waiver of the Lender’s right to require delivery of an Advance Request Form in connection with subsequent Advances. Any telephonic request a Term Loan Borrowing or for a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request Advance by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed promptly confirmed by submission of a properly completed Advance Request Form to the Lender, but failure to deliver an Advance Request Form shall not be a defense to payment of the Advance. The Lender shall have no liability to the Borrower for any loss or damage suffered by the Borrower as a result of the Lender’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically, by facsimile or electronically and purporting to have selected an Interest Period of one month’s duration. The Administrative Agent been sent to the Lender by the Borrower and the Lender shall promptly advise have no duty to verify the applicable Lenders origin of any notice given pursuant to this Section 2.03 (and such communication or the contents thereof), and of each Lender’s portion identity or authority of the requested BorrowingPerson sending it. Subject to the terms and conditions of this Agreement, each Revolving Credit Advance shall be made available to the Borrower by depositing the same, in immediately available funds, in an account of the Borrower designated by an agent or representative of Borrower (such agent or representative being Bxx Xxxxxx, Sxxxx Xxxxxx, Dxxx Xxxxxx, or Jxx Xxxxxx) maintained with the Lender at the Principal Office.

Appears in 1 contract

Samples: Loan Agreement (Advanced Environmental Recycling Technologies Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the (a) The Borrower shall notify give the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by at the Administrative Agent) and no later than 12:00 p.m., ’s Office prior to 1:00 p.m. (New York City time) (i) at least three (3) Business Days’ prior written notice in the form of Borrowing Request (or telephonic notice promptly confirmed in writing) of the Borrowing of Loans if all or any of such Loans are to be initially LIBOR Loans, and (ii) prior written notice in the form of Borrowing Request (or telephonic notice promptly confirmed in writing by e-mail) on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of Loans if all such Loans are to be ABR Loans. Each such telephonic Such Borrowing Request shall be irrevocablesubstantially in the form of Exhibit C-1 or C-2 hereto, as applicable, and shall specify (i) the aggregate principal amount of the Loans to be made, (ii) the date of the Borrowing and (iii) whether the Loans shall consist of ABR Loans and/or LIBOR Loans and, if the Loans are to include LIBOR Loans, the Interest Period to be initially applicable thereto. Each telephonic notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by hand delivery, e-mail or fax delivery to the Administrative Agent of a written Borrowing Request and shall specify the following information: by no later than 2:00 p.m. (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing DateNew York City time); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise give each Lender written notice (or telephonic notice promptly confirmed in writing) of the proposed Borrowing of Loans, of such Lender’s proportionate share thereof and of the other matters covered by the related Borrowing Request. If the Borrower fails to specify whether any Loans shall consist of ABR Loans or LIBOR Loans in the Borrowing Request, then the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested BorrowingLoans shall be made as ABR Loans.

Appears in 1 contract

Samples: Possession Credit Agreement (Rotech Healthcare Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m.a.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Closing Date shall commence on the Funding Closing Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Altice USA, Inc.)

Borrowing Procedure. In order to To request a Revolving Borrowing or Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify deliver, by hand delivery, facsimile or email a duly completed and executed Borrowing Request to the Administrative Agent (i) in the case of such request by telephone a Term SOFR Borrowing, not later than 12:00 2:00 p.m., New York City time three Business Days before the date of the proposed Borrowing (or such later time as may be reasonably acceptable to the Administrative Agent) (or, in the case of Term SOFR Borrowings that are Term Loan Borrowings to be made on the Closing Date, not later than 2:00 p.m., New York City time, three Business Days before a the date of the proposed Borrowing Borrowing), (ii) in the case of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no an ABR Borrowing, not later than 12:00 p.m.noon, New York time, City time on the Business Day before prior to the proposed Borrowing (or such later time as may be reasonably acceptable to the Administrative Agent), (iii) in the case of Alternative Currency Loans, no later than 2:00 p.m. New York City time four Business Days prior to the requested date of a proposed any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation (or such later time as may be reasonably acceptable to the Administrative Agent), or (iv) in the case of a Term SOFR Borrowing denominated in a Special Notice Currency, five Business Days before the date of the proposed Borrowing; provided that any notice of a Borrowing to be made on the Closing Date (whether a Term SOFR Borrowing or ABR Borrowing) may be given not later than (x) for a Borrowing of ABR Revolving Loans, 2:00 p.m. New York City time (or such later time as the Administrative Agent may reasonably agree), two (2) Business Days prior to the date of the proposed Borrowing and (y) for a Term Loan Borrowing, 2:00 p.m. New York City time (or such later time as the Administrative Agent may reasonably agree), one (1) Business Day prior to the date of the proposed Borrowing, in each case, which notice may be subject to the effectiveness of this Agreement. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax irrevocable (subject to the Administrative Agent last paragraph of a written this Section 2.03) (provided that such Borrowing Request may be conditioned upon the occurrence of any event specified therein) and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing information in compliance with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section ‎Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Ping Identity Holding Corp.)

Borrowing Procedure. In order (a) Each Loan to request a Term Loan Borrowing or a Revolving Credit Borrowing, be made hereunder shall be in such minimum principal amount and subject to such advance written notice to Agent as shall be specified in the Borrower Schedule. Each such written notice of borrowing shall notify be in substantially the Administrative Agent form of EXHIBIT A (with appropriate completions). Each borrowing of Loans hereunder shall be made from the Lenders through advances of their respective Pro Rata Shares of such request Loan. Agent will promptly notify each Lender of Agent's receipt of any notice of borrowing and of the amount of such Lender's Pro Rata Share of such requested borrowing. Each Lender will make the amount of its Pro Rata Share of each such borrowing available to Agent for the account of Borrower or Additional Borrower, as applicable, in accordance with Agent's Payment Instructions by telephone not later than 12:00 p.m., 11:00 a.m. (New York City time, three Business Days before a ) on the proposed Borrowing Date, as notified by Agent, in funds immediately available to Agent. Upon fulfillment of Eurodollar the applicable conditions set forth in Section 3.1 and 3.2, and subject to the Funding Procedures and Policies, Agent shall make the proceeds of the Loans (available to Borrower or such shorter period Additional Borrower, as may be agreed by applicable, in accordance with Borrower's payment instructions. Without limiting the Administrative Agent) and no later than 12:00 p.m.generality of the foregoing, New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing any Loans made hereunder for the purpose of ABR Loans. Each such telephonic Borrowing Request shall be irrevocablepaying the purchase price of Cisco Products, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified pay the Borrower that the primary syndication proceeds of the Loans has been completed directly to the applicable Vendor, and (which notice ii) if such Vendor is Cisco Systems, each such Loan shall be given deemed to be outstanding hereunder and under the Notes evidencing such Loans effective as promptly as practicable) and (y) of the date that is occurring 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the invoice date of the Cisco Products which are being financed by such Borrowing Loans (which or on such date thereafter as Cisco Systems shall be agree to in its sole discretion), and Lenders are hereby authorized to make such Loans at the request of CSCC (through Agent) without being required to receive a Business Day); (c) the number and location notice of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period borrowing with respect thereto; provided, howeverPROVIDED that if Borrower provides written notice to Agent within 25 days after the invoice date that payment or performance due Cisco Systems is not then due because one or more conditions of payment or performance has or have not been satisfied by Cisco Systems, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing then clause (ii) of this section shall comply with the requirements set forth in Section 2.02. If not apply and no Interest Period such Loans shall be made until Borrower provides a notice of borrowing with respect to such invoice. Borrower hereby authorizes and directs Agent to make direct payment to any Eurodollar Vendor and any other intended recipient, if any, of Loan proceeds. Notwithstanding anything in the Funding Procedures and Policies to the contrary, Agent shall, subject to the provisions of this Agreement, make Loan proceeds available to any Vendor or other recipient thereof on or not later than five Banking Days after the requested Borrowing is specified Date. Notwithstanding anything in this Agreement to the contrary, on any such noticedate after any amount of interest or fees becomes payable by Borrower to Agent or any Lender under this Agreement or any other Loan Document, then the Borrower shall be deemed to have selected an Interest Period submitted a notice of one month’s duration. The Administrative borrowing requesting Lenders to make Tranche X Loans to Borrower in the aggregate amount of such interest and/or fees, whereupon, provided no Default or Event of Default has occurred and is continuing, Lenders shall make such Tranche X Loans, subject to the terms and conditions set forth in this Agreement, the Schedule and the other Loan Documents, and Agent shall promptly advise retain the applicable Lenders proceeds of any notice given pursuant such Tranche X Loans and shall immediately apply such proceeds as payment by Borrower for such interest and/or fees. All borrowings of Loans shall be subject to this Section 2.03 (the Funding Procedures and the contents thereof), and of each Lender’s portion of the requested BorrowingPolicies unless CSCC shall no longer act as Agent hereunder.

Appears in 1 contract

Samples: Credit Agreement (Cogent Communications Group Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of Eurodollar Loans, not later than 12:00 p.m.noon, New York timeCity time (x) with respect to a Tranche B Term Loan Borrowing, on the Closing Date and (y) with respect to any Incremental Term Loan Borrowing, three Business Days before a the proposed Borrowing Date and (b) in the case of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no Base Rate Loans, not later than 12:00 p.m.noon, New York City time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR LoansDate. Each such telephonic Borrowing Request shall be irrevocable, irrevocable and shall be confirmed promptly by hand delivery, e-mail delivery or fax (or, if agreed by the Administrative Agent, by other electronic transmission) to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Tranche B Term Loan Borrowing of Term Loans, Revolving Credit Loans, or an Incremental Term Loans Loan Borrowing, and whether such Borrowing is to be a Eurodollar Borrowing or Incremental Revolving Credit Loans a Base Rate Borrowing (provided that, until the Administrative Agent shall have notified the Borrower that the primary syndication of the Commitments has been completed (which notice shall be given as promptly as practicable and, in any event, within 30 days after the Closing Date), the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datemonth); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect election as to any Eurodollar the Type of Borrowing is specified in any such notice, then the Borrower requested Borrowing shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.a Base Rate

Appears in 1 contract

Samples: Term Loan Credit Agreement (Roundy's, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing (c) In addition to the accounts and records referred to in Section 2.04(a) and (b), each or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts request by telephone not later than 12:00 p.m., New York time, (a) one Business Day before a or records and, in the case of the Administrative Agent, entries in the Register, evidencing the proposed Borrowing of Eurodollar Loans on the Initial Funding Date or the Delayed Draw Funding purchases and sales by such Lender of participations in Letters of Credit and Swing Line Loans. Date and (b) three Business Days before a proposed Borrowing of Eurodollar Loans on any other In the event of any conflict between the accounts and records maintained by the Administrative date (or or, in each case, such shorter period as may be agreed by the Administrative Agent) and no Agent and the accounts and records of any Lender in respect of such matters, the Register shall later than 12:00 p.m., New York time, on the Business Day before the date of a proposed control in the absence of manifest error. Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the (d) The entries made in the Register maintained pursuant to Section 2.04(b) and (c) Administrative Agent of a written Borrowing Request and shall specify the following information: shall be prima facie evidence of the existence and amounts of the obligations therein recorded; (ai) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving provided, however, that the failure of any Lender or the Administrative Agent to maintain such Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans; (ii) the date of accounts or any error therein shall not in any manner affect the obligations of the applicable such Borrowing (which shall be a Business Day); (iii) the number and location of the account to Borrower to repay the Loans in accordance with their terms. which funds are to be disbursed; (iv) the amount of such Borrowing (stated in the Available Currency); and (v) whether the Loans being made pursuant to such Borrowings are to be initially (e) Any Lender may request that Loans made by it hereunder be evidenced by a maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with promissory note. In such event, the Borrowers shall execute and deliver to such Lender a respect thereto (provided that, the Borrower shall not be permitted to request a Eurodollar promissory note payable to such Lender and its registered assigns and in the form attached hereto Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the as Exhibit G. Notwithstanding any other provision of this Agreement, in the event any Lender Administrative Agent shall have notified the Borrower that the primary syndication of the Loans shall request and receive such a promissory note, the interests represented by such note shall at all has been completed (which notice shall be given as promptly as practicable) and (y) the date that times thereafter (including after any assignment of all or part of such interests pursuant to Section is 30 days after the Closing Date); provided, however, that the initial Interest Period of any 9.04) be represented by one or more promissory notes payable to the payee named therein or its Eurodollar Borrowing made on the Initial Funding Date or the Delayed Draw Funding Date shall commence on the Funding Date and registered assigns. end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.SECTION 2.05

Appears in 1 contract

Samples: Credit Agreement (Sothebys)

Borrowing Procedure. In order to request a Term Loan Borrowing or a The Borrower shall give the Lender notice of each Revolving Credit Borrowing, Advance by means of an Advance Request Form containing the Borrower shall notify information required therein and delivered (by hand or by mechanically confirmed facsimile) to the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and Lender no later than 12:00 p.m.1:00 p.m. (Springdale, New York Arkansas time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax ) two days prior to the Administrative Agent of a written Borrowing Request and shall specify day on which the following information: (a) whether the Borrowing then being requested Revolving Credit Advance is desired to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower funded. There shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date)minimum amount for any advance hereunder; provided, however, each Advance Request Form shall state a dollar amount in One Hundred Thousand and No/100 Dollar ($100,000.00) increments, such as $500,000 or $800,000.00, for example. The Lender at its option may accept telephonic requests for such Revolving Credit Advances, provided that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date such acceptance shall commence on the Funding Date and end on not constitute a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location waiver of the account Lender's right to which funds are to be disbursed; (d) the amount require delivery of such Borrowing (stated an Advance Request Form in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period connection with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02subsequent Revolving Credit Advances. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then Any telephonic request for a Revolving Credit Advance by the Borrower shall be deemed promptly confirmed by submission of a properly completed Advance Request Form to the Lender, but failure to deliver an Advance Request Form shall not be a defense to payment of the Advance. The Lender shall have no liability to the Borrower for any loss or damage suffered by the Borrower as a result of the Lender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically, by facsimile or electronically and purporting to have selected an Interest Period of one month’s duration. The Administrative Agent been sent to the Lender by the Borrower and the Lender shall promptly advise have no duty to verify the applicable Lenders origin of any notice given pursuant to this Section 2.03 (and such communication or the contents thereof), and of each Lender’s portion identity or authority of the Person sending it. Lender shall have one (1) day to review the Advance Request Form and make the requested BorrowingRevolving Credit Advance provided that Borrower has otherwise complied with and is not in default under the terms and conditions of this Loan Agreement. Each Revolving Credit Advance shall be made available to the Borrower by depositing the same, in immediately available funds, in an account of the Borrower designated by an agent or representative of Borrower (such agent or representative being Xxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxx Xxxxx, or Xxx Xxxxxx) maintained with the Lender at the Principal Office. Notwithstanding anything in this Agreement to the contrary, the Lender shall not be obligated to honor an Advance Request Form until the outstanding Revolving Credit Advances are less than the amount of the Commitment hereunder. 19.

Appears in 1 contract

Samples: Fifteenth Loan Modification Agreement (Advanced Environmental Recycling Technologies Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or (other than a Revolving Credit BorrowingSwingline Loan, the as to which this Section 2.03 shall not apply), a Borrower shall notify hand deliver or telecopy to the Administrative Agent a duly completed Borrowing Request in the form of such request by telephone Exhibit A (a) in the case of an Alternative Currency Borrowing and in the case of a LIBOR Borrowing, not later than 12:00 p.m.11:00 a.m., New York City time (or, if the Borrowing Request is delivered or telecopied to the Administrative Agent in London, 10:00 a.m., London time), three Business Days before a proposed Borrowing of Eurodollar Loans and (or such shorter period as may be agreed by the Administrative Agentb) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of an ABR Borrowing denominated in Dollars, not later than 12:00 noon, New York City time, one Business Day before a proposed Borrowing; provided, however, that Borrowing Requests with respect to Borrowings to be made on the Effective Date may, at the discretion of ABR Loansthe Administrative Agent, be delivered later than the times specified above. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request irrevocable and shall specify (i) the following information: Borrower requesting such Borrowing (aand be signed by or on behalf of such Borrower); (ii) if such Borrowing is to be made on the Effective Date, whether such Borrowing is to be a Term Borrowing, a Periodic Access Borrowing, a U.S. $ Revolving Credit Borrowing or a Multi-Currency Revolving Credit Borrowing, or if such Borrowing is to be made after the Effective Date, whether such Borrowing is to be a Periodic Access Borrowing, a U.S. $ Revolving Credit Borrowing or a Multi- Currency Revolving Credit Borrowing; (iii)-whether the Borrowing then being requested is to be a LIBOR Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing RequestABR Borrowing; (b) the date of such Borrowing (which shall be a Business Day); (civ) the number and location of the account to which funds are to be disburseddisbursed (which shall be an account that complies with the requirements of Section 2.02(c) and, in the case of a Borrowing denominated in Dollars, shall be at an office of the Administrative Agent in New York City or London); (dv) the date of such Borrowing (which shall be a Business Day and, in the case of a Periodic Access Borrowing to be made after the Effective Date, shall be within a Periodic Access Availability Period); (vi) the amount of such Borrowing (stated which shall be expressed in Dollars, regardless of whether such Borrowing is an Alternative Currency Borrowing); (vii) the currency of such Borrowing (which shall be Dollars, in the Available case of the Term Borrowing and any U.S. $ Revolving Credit Borrowing or ABR Borrowing, and otherwise shall be Dollars or an Alternative Currency); and (eviii) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loansa LIBOR Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect election as to any Eurodollar the currency of Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a LIBOR Borrowing if denominated in an Alternative Currency. If no Interest Period with respect to any LIBOR Borrowing is specified in any such notice, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. The Administrative Agent shall promptly (and in any event on the same day that the Administrative Agent receives such notice, if received by 11:00 a.m., New York City time, on such day) advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s 's portion of the requested Borrowing and, in the case of an Alternative Currency Borrowing, of the Alternative Currency Equivalent of the Dollar amount specified in the applicable Borrowing Request and the Spot Exchange Rate utilized to determine such Alternative Currency Equivalent. If a Borrower in respect of an outstanding Revolving Credit Borrowing shall not have delivered a Borrowing Request in accordance with this Section 2.03 prior to the end of the Interest Period then in effect for such Borrowing and requesting that such Borrowing be refinanced, then such Borrower shall (unless such Borrower has notified the Administrative Agent, not fewer than three Business Days prior to the end of such Interest Period, that such Borrowing is to be repaid at the end of such Interest Period) be deemed to have delivered a Borrowing Request requesting that such Borrowing be refinanced with a new Revolving Credit Borrowing of equivalent amount in the same currency, and such new Borrowing shall be an ABR Borrowing if denominated in Dollars or a LIBOR Borrowing with an Interest Period of one month's duration if denominated in an Alternative Currency. The sum of (a) the aggregate principal amount of Borrowings by the EEIG Borrower, plus (b) the Aggregate L/C Exposure under Letters of Credit issued at the request of the EEIG Borrower, at any one time outstanding, shall not exceed $575,000,000.

Appears in 1 contract

Samples: Credit Agreement (American Standard Companies Inc)

Borrowing Procedure. In order (a) Each Loan to request a Term Loan Borrowing or a Revolving Credit Borrowing, be made hereunder shall be in such minimum principal amount and subject to such advance written notice to Agent as shall be specified in the Borrower Schedule. Each such written notice of borrowing shall notify be in substantially the Administrative Agent form of EXHIBIT A (with appropriate completions). Each borrowing of Loans hereunder shall be made from the Lenders through advances of their respective Pro Rata Shares of such request Loan. Agent will promptly notify each Lender of Agent's receipt of any notice of borrowing and of the amount of such Lender's Pro Rata Share of such requested borrowing. Each Lender will make the amount of its Pro Rata Share of each such borrowing available to Agent for the account of Borrower or Additional Borrower, as applicable, in accordance with Agent's Payment Instructions by telephone not later than 12:00 p.m., 11:00 a.m. (New York City time, three Business Days before a ) on the proposed Borrowing Date, as notified by Agent, in funds immediately available to Agent. Upon fulfillment of Eurodollar the applicable conditions set forth in Section 3.1 and 3.2, and subject to the Funding Procedures and Policies, Agent shall make the proceeds of the Loans (available to Borrower or such shorter period Additional Borrower, as may be agreed by applicable, in accordance with Borrower's payment instructions. Without limiting the Administrative Agent) and no later than 12:00 p.m.generality of the foregoing, New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing any Loans made hereunder for the purpose of ABR Loans. Each such telephonic Borrowing Request shall be irrevocablepaying the purchase price of Cisco Products, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified pay the Borrower that the primary syndication proceeds of the Loans has been completed directly to the applicable Vendor, and (which notice ii) if such Vendor is Cisco Systems, each such Loan shall be given deemed to be outstanding hereunder and under the Notes evidencing such Loans effective as promptly as practicable) and (y) of the date that is occurring 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the invoice date of the Cisco Products which are being financed by such Borrowing Loans (which or on such date thereafter as Cisco Systems shall be agree to in its sole discretion), and Lenders are hereby authorized to make such Loans at the request of CSCC (through Agent) without being required to receive a Business Day); (c) the number and location notice of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period borrowing with respect thereto; provided, howeverPROVIDED that if Borrower provides written notice to Agent within 25 days after the invoice date that payment or performance due Cisco Systems is not then due because one or more conditions of payment or performance has or have not been satisfied by Cisco Systems, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing then clause (ii) of this section shall comply with the requirements set forth in Section 2.02. If not apply and no Interest Period such Loans shall be made until Borrower provides a notice of borrowing with respect to such invoice. Borrower hereby authorizes and directs Agent to make direct payment to any Eurodollar Vendor and any other intended recipient, if any, of Loan proceeds. Notwithstanding anything in the Funding Procedures and Policies to the contrary, Agent shall, subject to the provisions of this Agreement, make Loan proceeds available to any Vendor or other recipient thereof on or not later than five Banking Days after the requested Borrowing is specified Date. Notwithstanding anything in this Agreement to the contrary, on any such noticedate after any amount of interest or fees becomes payable by Borrower to Agent or any Lender under this Agreement or any other Loan Document, then the Borrower shall be deemed to have selected an Interest Period submitted a notice of one month’s duration. The Administrative borrowing requesting Lenders to make Tranche X Loans to Borrower in the aggregate amount of such interest and/or fees, whereupon, provided no Default or Event of Default has occurred and is continuing, Lenders shall make such Tranche X Loans, subject to the terms and conditions set forth in this Agreement, the Schedule and the other Loan Documents, and Agent shall promptly advise retain the applicable Lenders proceeds of any notice given pursuant such Tranche X Loans and shall immediately apply such [*] Indicates confidential treatment requested. proceeds as payment by Borrower for such interest and/or fees. All borrowings of Loans shall be subject to this Section 2.03 (the Funding Procedures and the contents thereof), and of each Lender’s portion of the requested BorrowingPolicies unless CSCC shall no longer act as Agent hereunder.

Appears in 1 contract

Samples: Credit Agreement (Cogent Communications Group Inc)

AutoNDA by SimpleDocs

Borrowing Procedure. In order (a) Each borrowing by a Borrower hereunder shall be (i) in the case of any LIBOR Rate Loan, in an aggregate amount of not less than $500,000 or an integral multiple of $500,000 in excess thereof; or (ii) in the case of any Base Rate Loan, in an aggregate amount of not less than $500,000 or an integral multiple of $500,000 in excess thereof. Each Loan shall be made upon prior written notice from the Parent, on behalf of the Borrowers, to request a Term Loan Borrowing or a Revolving Credit the Agent in the form of EXHIBIT C hereto (the "Notice of Borrowing, ") delivered to the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m.11:30 a.m. (Houston time) (i) on the third Business Day prior to the Borrowing Date, New York time, three Business Days before a proposed Borrowing if such borrowing consists of Eurodollar Loans LIBOR Rate Loans; and (or such shorter period as may be agreed by the Administrative Agentii) and no later than 12:00 p.m., New York time, on the Business Day before prior to the date Borrowing Date, if such borrowing consists of a proposed Borrowing in the case of a Borrowing of ABR Base Rate Loans. Each such telephonic Notice of Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request irrevocable and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (di) the amount of the proposed borrowing and of each Loan comprising a part thereof; (ii) the Borrowing Date; (iii) the Type of Loan requested; (iv) with respect to any LIBOR Rate Loan, the Rate Period with respect to each such Borrowing Loan and the Expiration Date of each such Rate Period (stated PROVIDED, that there shall not be more than five (5) Rate Periods in the Available Currencyeffect at any one time under this Agreement); and (ev) whether the Loans being made pursuant to such Borrowings demand deposit account of the Borrowers at the Agent's Domestic Lending Office with which the proceeds of the borrowing are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loansdeposited. Promptly upon its receipt of a Notice of Borrowing, the Interest Period with respect theretoAgent shall deliver by fax a copy thereof to each Bank. The Parent may give the Agent telephonic notice by the required time of any proposed borrowing under this Section 2.2(a); providedPROVIDED, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any that such notice, then the Borrower telephonic notice shall be deemed promptly confirmed in writing by delivery to the Agent of a Notice of Borrowing. Neither the Agent nor any Bank shall incur any liability to the Borrowers in acting upon any telephonic notice referred to above which the Agent believes in good faith to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise been given by the applicable Lenders of any notice given pursuant to Parent or for otherwise acting in good faith under this Section 2.03 (and the contents thereof2.2(a), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cross Continent Auto Retailers Inc M&l)

Borrowing Procedure. In order (a) Each Loan to request be made hereunder shall be in such minimum principal amount and subject to such advance written notice, or telephonic notice (confirmed immediately in writing), to Agent as shall be specified in the Schedule. Each such written notice of borrowing shall be in substantially the form of Exhibit A (with appropriate completions). Each borrowing of Loans hereunder shall be made on a Term Loan Borrowing or a Revolving Credit Borrowing, pro rata basis from Lenders. Agent will promptly notify each Lender of its receipt of any notice of borrowing and of the Borrower shall notify the Administrative Agent amount of such request Lender’s Pro Rata Share of that borrowing. Each Lender will make the amount of its Pro Rata Share of each borrowing available to Agent for the account of Borrower in accordance with Agent’s Payment Instructions by telephone not later than 12:00 p.m., 11:00 a.m. (New York City time, three Business Days before a ) on the proposed Borrowing Date as notified by Agent in funds immediately available to Agent. Upon fulfillment of Eurodollar the applicable conditions set forth in Section 3.1 and 3.2, Agent shall make the proceeds of the Loans (or such shorter period as may be agreed by available in accordance with Borrower’s payment instructions. Without limiting the Administrative Agent) and no later than 12:00 p.m.generality of the foregoing, New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing any Loans made hereunder for the purpose of ABR Loans. Each such telephonic Borrowing Request shall be irrevocablepaying the purchase price of Cisco Products, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified pay the Borrower that the primary syndication proceeds of the Loans has been completed directly to the Vendor, and (which notice ii) if the Vendor is Cisco Systems, each such Loan shall be given deemed to be outstanding hereunder and under the Notes evidencing such Loans effective as promptly as practicable) and (y) of the date that is 30 days after the Closing Dateinvoice date of the Cisco Products which are being financed by such Loans (or on such date thereafter as Cisco Systems shall agree to in its sole discretion); provided, howeverand Lenders are hereby authorized to make such Loans at the request of CSCC (through Agent) without being required to receive a notice of borrowing with respect thereto, provided that if Borrower provides written notice to Agent within 25 days after the initial Interest Period invoice date that payment or performance due Cisco Systems is not then due because one or more conditions of payment or performance has or have not been satisfied by Cisco Systems, then clause (ii) of this section shall not apply and no such Loans shall be made until Borrower provides a notice of borrowing with respect to such invoice. Borrower hereby authorizes and directs Agent to make direct payment to any Eurodollar Borrowing made on Vendor and any other intended recipient, if any, of Loan proceeds (including, without limitation, Loan proceeds used to pay amounts outstanding under the March 2002 Credit Agreement and accrued interest hereunder). Notwithstanding anything in the Funding Date Procedures and Policies to the contrary, Agent will, subject to the provisions of this Agreement, make Loan proceeds available to any Vendor or other recipient thereof on or not later than five Banking Days following the requested Borrowing Date. All borrowings of Loans shall commence on be subject to the Funding Date Procedures and end on a date reasonably satisfactory to the Administrative Policies, unless CSCC shall no longer act as Agent specified by the Borrower in such Borrowing Request; hereunder. (b) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any borrowing after the Closing Date, at least one Banking Day prior to the date of such Borrowing (which shall be a Business Day); (c) the number borrowing, that such Lender will not make available as and location of when required hereunder to Agent for the account to which funds are to be disbursed; (d) of Borrower the amount of that Lender’s Pro Rata Share of the borrowing, Agent may assume that each Lender has made such amount available to Agent in immediately available funds on the Borrowing Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, that Lender shall on the Banking Day following such Borrowing (stated in Date make such amount available to Agent, together with interest at the Available Currency); and (e) whether the Loans being made pursuant Federal Funds Rate for each day during such period. A notice of Agent submitted to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.any

Appears in 1 contract

Samples: Credit Agreement (Cbeyond Communications Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Lead Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 12:00 p.m.(noon), New York City time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m.or, New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing on the Closing Date, on the Business Day of such Borrowing) before a proposed Borrowing, and (b) in the case of an ABR LoansBorrowing, not later than 12:00 noon, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail delivery or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the such Borrowing then being requested is to be a Eurodollar Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (an ABR Borrowing; provided that, with respect to any Borrowing on the Closing Date, the Lead Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date unless otherwise agreed to by the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datein its sole discretion); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Lead Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Hemisphere Media Group, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 12:00 p.m.(noon), New York City time, three Business Days before a proposed Borrowing of Eurodollar Loans Borrowing, and (or such shorter period as may be agreed by the Administrative Agentb) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, one Business Day before a Borrowing of ABR Loansproposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail delivery or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Borrowing of Term LoansBorrowing, Revolving Credit Loans, an Incremental Term Loans Borrowing or an Incremental Revolving Credit Loans Loan Borrowing and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing (provided that, until the Administrative Agent shall have notified the Borrower that the primary syndication of the Commitments has been completed (which notice shall be given as promptly as practicable and, in any event, within 30 days after the Closing Date), the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datemonth); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one three month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Allegiant Travel CO)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower a Credit Party shall notify hand deliver or telecopy to the Administrative Agent a duly completed Borrowing Request substantially in the form of such request by telephone Exhibit C (a) in the case of a Eurodollar Borrowing, not later than 12:00 p.m.(noon), New York City time, three Business Days before a proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, one Business Day before a proposed Borrowing; PROVIDED, HOWEVER, that Borrowing of Eurodollar Loans (or such shorter period as Requests with respect to Tranche A Reimbursement Borrowings being made to reimburse any Tranche A L/C Disbursement may be agreed delivered by the Administrative Agent) and no later than 12:00 p.m.(noon), New York City time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing of ABR Loanssuch Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly signed by hand delivery, e-mail or fax to on behalf of the Administrative Agent of a written Borrowing Request applicable Credit Party and shall specify the following information: (ai) the name of the applicable Credit Party; (ii) whether the Borrowing then being requested is to be a Term Borrowing, a Tranche A Reimbursement Borrowing of Term Loans, or a Revolving Credit LoansBorrowing (and in the case of a Term Borrowing the Class of Commitments pursuant to which the Loans comprising such Borrowing are to be made), Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not and whether such Borrowing is to be permitted to request a Eurodollar Borrowing with or an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing RequestABR Borrowing; (biii) the date of such Borrowing (which shall be a Business Day); , (civ) in the case of a Borrowing the proceeds of which are to be received by the applicable Credit Party, the number and location of the account to which funds are to be disburseddisbursed (which account shall be maintained in the United States of America); (dv) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (evi) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; providedPROVIDED, howeverHOWEVER, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower applicable Credit Party shall be deemed to have selected an Interest Period of one month’s 's duration. The Administrative Agent shall promptly (and in any event on the same day that the Administrative Agent receives such notice, if received by 1:00 p.m., New York City time, on such day) advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s 's portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Ucar International Inc)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 12:00 p.m.(noon), New York City time, three Business Days before a proposed Borrowing of Eurodollar Loans Borrowing, and (or such shorter period as may be agreed by the Administrative Agentb) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, one Business Day before a Borrowing of ABR Loansproposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail delivery or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Term Borrowing of Term Loans, Revolving Credit Loans, or an Incremental Term Loans Borrowing, and whether such Borrowing is to be a Eurodollar Borrowing or Incremental Revolving Credit Loans (provided thatan ABR Borrowing, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datemonth); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing (stated in the Available Currency)Borrowing; and (ev) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or a Eurodollar Loans and, if Eurodollar LoansBorrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Spectrum Brands, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing (other than a deemed Borrowing pursuant to Section 2.01(a) or a Revolving Credit BorrowingSection 2.02(f), as to which this Section 2.03 shall not apply), the Borrower shall notify the Administrative Agent of such request by telephone (promptly confirmed by electronic communication) or shall hand deliver or send by electronic communication to the Administrative Agent a duly completed Borrowing Request (a) in the case of a Term SOFR Borrowing or a Term CXXXX Borrowing, not later than 12:00 1:00 p.m., New York City time, three Business Days (or such later time as the Administrative Agent may reasonably agree), before a proposed Borrowing (or, in the case of Eurodollar Loans a Borrowing on the Eighth Amendment Effective Date, prior to 1:00 p.m. New York City time on the Business Day immediately preceding the proposed Borrowing (or such shorter period later time as may be agreed by the Administrative AgentAgent may reasonably agree)), (b) and no in the case of an ABR Borrowing or a Daily Simple SOFR Borrowing, not later than 12:00 1:00 p.m., New York City time, on the Business Day before the date of a proposed Borrowing (or such later time as the Administrative Agent may reasonably agree) and (c) in the case of a Canadian Base Rate Borrowing, not later than 1:00 p.m., New York City time, one Business Day before a proposed Borrowing of ABR Loans(or such later time as the Administrative Agent may reasonably agree). Each such telephonic Subject to the second proviso below, each Borrowing Request shall be irrevocable, and shall be confirmed promptly signed by hand delivery, e-mail or fax to on behalf of the Administrative Agent of a written Borrowing Request Borrower and shall specify the following information: (ai) whether the Borrowing then being requested is to be a Term Borrowing of or a Revolving Borrowing, and whether such Borrowing is to be a Term LoansSOFR Borrowing, Revolving Credit LoansDaily Simple SOFR Borrowing, Incremental an ABR Borrowing, a Canadian Base Rate Borrowing or a Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date)CXXXX Borrowing; provided, however, that the initial Interest Period that, (x) each Term Borrowing shall be either a Term SOFR Borrowing or an ABR Borrowing and (y) Daily Simple SOFR Borrowings may only be requested with respect to Borrowings of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing RequestRevolving Loans other than Tranche A Revolving Loans; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing Borrowing; (stated in the Available Currency); and (ev) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar for Revolving Loans, the currency of such Borrowing (provided that, each ABR Borrowing shall be denominated in dollars), and (vi) if such Borrowing is to be a Term SOFR Borrowing or a Term CXXXX Borrowing, the initial Interest Period with respect theretothereto and the Class of Loans to which such initial Interest Period will apply; provided, further, that, a Borrowing Request may state that such Borrowing Request is conditioned upon the consummation of any transaction or other event so specified, in which case such Borrowing Request may be revoked (or the borrowing date extended) by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied, in any case, without premium, penalty or any other cost whatsoever; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no currency is specified with respect to the requested Borrowing, then the Borrower shall be deemed to have selected dollars. If no Interest Period with respect to any Eurodollar Term SOFR Borrowing or Term CXXXX Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to in accordance with this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (NRG Energy, Inc.)

Borrowing Procedure. In order Except with respect to request a Term Loan Borrowing or a the credit sweep provisions of the Revolving Credit BorrowingNote and requests for Advances made through the Lender’s internet request system, the Borrower shall notify give the Administrative Agent Lender notice of such request each Revolving Credit Advance by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing means of Eurodollar Loans an Advance Request Form containing the information required therein and delivered (by hand or such shorter period as may be agreed by mechanically confirmed facsimile) to the Administrative Agent) and Lender no later than 12:00 p.m., New York 1:00 p.m. (Texas time) (i) for Prime Rate Loans, on the Business Day before prior to the day on which the Revolving Credit Advance is desired to be funded, specifying the requested date of the Revolving Credit Advance, in a proposed Borrowing in the case minimum amount of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable$100,000 plus integral multiples thereof, and shall be confirmed promptly by hand delivery(ii) for LIBOR Loans, e-mail or fax three Business Days prior to the Administrative Agent of a written Borrowing Request and shall specify day on which the following information: (a) whether the Borrowing then being requested Revolving Credit Advance is desired to be a Borrowing funded, specifying the requested date of Term Loans, the Revolving Credit LoansAdvance, Incremental Term Loans or Incremental in a minimum amount of $250,000 plus integral multiples thereof. The Lender at its option may accept telephonic requests for such Revolving Credit Loans (Advances, provided that, the Borrower that such acceptance shall not be permitted to request constitute a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication waiver of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period Lender’s right to require delivery of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on an Advance Request Form in connection with subsequent Revolving Credit Advances. Any telephonic request for a date reasonably satisfactory to the Administrative Agent specified Revolving Credit Advance by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed promptly confirmed by submission of a properly completed Advance Request Form to the Lender, but failure to deliver an Advance Request Form shall not be a defense to payment of the Revolving Credit Advance. The Lender shall have no liability to the Borrower for any loss or damage suffered by the Borrower as a result of the Lender’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically, by facsimile or electronically and purporting to have selected an Interest Period of one month’s duration. The Administrative Agent been sent to the Lender by the Borrower and the Lender shall promptly advise have no duty to verify the applicable Lenders origin of any notice given pursuant to this Section 2.03 (and such communication or the contents thereof), and of each Lender’s portion identity or authority of the requested BorrowingPerson sending it. Subject to the terms and conditions of this Agreement, each Revolving Credit Advance shall be made available to the Borrower by depositing the same, in immediately available funds, in an account of the Borrower designated by the Borrower maintained with the Lender at the Principal Office.

Appears in 1 contract

Samples: Loan Agreement (Rf Monolithics Inc /De/)

Borrowing Procedure. In order to The Company will request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request hereunder by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing written notice in the case form of a Borrowing of ABR Loans. Each such Exhibit 2.2 annexed hereto, or by telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed notice (which notice shall be given as promptly as practicableconfirmed in writing if the Agent so requests), which notices will be irrevocable, to the Agent not later than 12:00 noon, Milwaukee time, on the proposed Borrowing Date, or, in the case of an Adjusted LIBOR Rate Loan, not later than 10:30 a.m. (Milwaukee time) and (y) on the date that is 30 days after three Business Days before the Closing proposed Borrowing Date); provided, however, that . In the initial Interest Period event of any Eurodollar Borrowing made on inconsistency between the Funding Date shall commence on telephonic notice and the Funding Date and end on a date reasonably satisfactory to written confirmation thereof, the Administrative Agent specified telephonic notice will control. Each such request will be effective upon receipt by the Borrower in such Borrowing Request; Agent and will specify (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (di) the amount and type of the requested Loan; (ii) the proposed Borrowing Date; (iii) whether such Borrowing (stated in Loan will bear interest at the Available Currency)Variable Rate or at the Adjusted LIBOR Rate; and (eiv) whether in the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loanscase of an Adjusted LIBOR Rate Loan, the Interest Period therefor. Upon its receipt of such notice from the Company, the Agent shall give notice of such borrowing request to the other Banks not later than 1:30 p.m. (Milwaukee time) on the Borrowing Date. Each Bank shall have its respective portion of the Loans available to the Agent in Milwaukee in immediately available funds not later than 3:30 p.m., Milwaukee time, on the Borrowing Date. Out of the funds received from each Bank for the making of the Loans hereunder, the Agent will make a Loan to the Company in such amount on behalf of such Bank. Notes and other required documents delivered to the Agent for the account of each Bank shall be promptly delivered to such Bank, or in accordance with respect thereto; providedinstructions received from it, however, that, notwithstanding any contrary specification together with copies of such other documents received in any Borrowing Request, each requested Borrowing shall comply connection with the requirements set forth borrowing as such Bank shall request. Unless the Agent shall have been notified by telephone, confirmed promptly thereafter in Section 2.02writing, by a Bank not later than 3:30 p.m., Milwaukee time, on a Borrowing Date that such Bank will not make available to the Agent such Bank's pro rata share of the requested Loan, the Agent may assume that such Bank has made such amount available to the Agent and, in reliance upon such assumption, make available to the Company on such Borrowing Date a corresponding amount. If no Interest Period with respect and to any Eurodollar Borrowing is specified in any the extent that such Bank, without giving such notice, then shall not have so made such amount available to the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (Agent, such Bank and the contents thereof)Company severally agree to repay the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date the Agent made such amount available to the Company to the date such amount is repaid to the Agent, at (i) in the case of the Company, the Variable Rate, and (ii) in the case of such Bank, the Federal Funds Rate for each Lender’s portion of the requested Borrowingfirst three days (or fraction thereof) after the date of demand and the Variable Rate for each day (or fraction thereof) thereafter.

Appears in 1 contract

Samples: Credit Agreement (Plexus Corp)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify give Lender notice of each Revolving Loan by means of a borrowing request in the Administrative Agent form of such request Exhibit A attached hereto (the “Borrowing Request”) containing the information required therein and delivered (by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (hand or such shorter period as may be agreed by the Administrative Agentmechanically confirmed facsimile) and to Lender no later than 12:00 p.m., New York 11:00 a.m. (Texas time, ) on the Business Day before day on which the date Revolving Loan is desired to be funded. Lender at its option may accept telephonic requests for such Revolving Loans, provided that such acceptance shall not constitute a waiver of a proposed Borrowing in the case Lender’s right to require delivery of a Borrowing of ABR Request in connection with subsequent Revolving Loans. Each such Any telephonic request for a Revolving Loan by Borrower shall be promptly confirmed by submission of a properly completed a Borrowing Request to Lender, but failure to deliver a Borrowing Request shall not be irrevocablea defense to payment of the Revolving Loan. Lender shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of Lender’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically, by facsimile or electronically and purporting to have been sent to Lender by Borrower and Lender shall have no duty to verify the origin of any such communication or the identity or authority of the Person sending it. Subject to the terms and conditions of this Agreement, each Revolving Loan shall be confirmed promptly made available to Borrower by hand deliverydepositing the same, e-mail or fax to in immediately available funds, in an account of Borrower designated by Borrower maintained with Lender at the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested BorrowingPrincipal Office.

Appears in 1 contract

Samples: Loan Agreement (PreCheck Health Services, Inc.)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the Lead Borrower shall notify the Administrative Agent of such request by telephone and (i) in the case of a Borrowing denominated in U.S. Dollars or Canadian Dollars (a) in the case of a Eurocurrency Borrowing, not later than 12:00 p.m., (noon) New York City time, three Business Days before a proposed Borrowing Borrowing, and (b) in the case of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no an ABR Borrowing, not later than 12:00 p.m., noon New York City time, on the one Business Day before the date of a proposed Borrowing and (ii) in the case of a Borrowing denominated in Euros or Sterling, in the case of ABR Loansa Eurocurrency Borrowing, not later than 11:00 a.m. London time, three Business Days before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail delivery or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (ai) whether the such Borrowing then being requested is to be a Eurocurrency Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (an ABR Borrowing; provided that, with respect to any Borrowing on the Closing Date or the First Restatement Effective Date, the Lead Borrower shall not be permitted to request a Eurodollar Eurocurrency Borrowing with an Interest Period in excess of one month until the earlier of (x) the date unless otherwise agreed to by the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Datein its sole discretion); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (bii) the date of such Borrowing (which shall be a Business Day); (ciii) the number and location of the account to which funds are to be disbursed; (div) the amount of such Borrowing; (v) the currency of such Borrowing (stated in the Available Currency); and (evi) whether the Loans being made pursuant to if such Borrowings are Borrowing is to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loansa Eurocurrency Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no Interest Period with With respect to any Eurodollar Term Loans denominated in Dollars, if no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in any such notice, then the Lead Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Spectrum Brands, Inc.)

Borrowing Procedure. In order The Borrowing of Loans on the Closing Date, each conversion of a Borrowing from one Type to request the other, and each continuation of a Term Loan SOFR Borrowing or a Revolving Credit Borrowingshall be made upon Borrower’s irrevocable notice to Administrative Agent, the Borrower shall notify the which may be given by telephone. Each such notice must be received by Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agenti) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing in the case of a Borrowing Floating Rate Borrowing, 11:00 a.m. on the requested date of ABR Loansany such Borrowing, or (ii) in the case of a Term SOFR Borrowing, 11:00 a.m. three (3) Business Days prior to the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall notice by Borrower pursuant to this Section 2.1(b) must be confirmed promptly by hand delivery, e-mail or fax delivery to the Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of Boxxxxxx. Each conversion to or continuation of a Term SOFR Borrowing shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof. Each conversion to a Floating Rate Borrowing shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request and (whether telephonic or written) shall specify the following information: (ai) whether Borrower is requesting a Borrowing, a conversion of Borrowings from one Type to the Borrowing then being requested is to be other, or a Borrowing continuation of Term LoansBorrowings, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (xii) the requested date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall Borrowing, conversion or continuation, as the case may be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (which shall be a Business Day); , (ciii) the number and location principal amount of Borrowings to be borrowed, converted or continued, (iv) the account Type of Borrowings to be borrowed or to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such existing Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans andconverted, and (v) if Eurodollar Loansapplicable, the duration of the Interest Period with respect thereto; provided. If Borrower fails to specify a Type of Borrowing in a Borrowing Request or if Borrower fails to give a timely notice requesting a conversion or continuation, howeverthen the applicable Borrowings shall be made as, thator converted to, notwithstanding any contrary specification Base Rate Borrowings. Any such automatic conversion to Base Rate Borrowings shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Borrowings. If Borrower requests a Borrowing of, conversion to, or continuation of a Term SOFR Borrowing in any such Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no but fails to specify an Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one (1) month’s duration. The In addition to the foregoing, in connection with each Borrowing, the Borrower shall have delivered to the Administrative Agent shall promptly advise by no later than 11:00 a.m. on the applicable Lenders requested date of any notice given pursuant to this Section 2.03 (and the contents thereof)such Borrowing, and of each Lender’s portion a Borrowing Base Certificate prepared as of the close of business on the Business Day immediately preceding such requested Borrowingdate.

Appears in 1 contract

Samples: Credit Agreement (Beneficient)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the The Borrower shall notify give the Administrative Agent notice by means of such request by telephone not later than 12:00 p.m., New York time, a Loan Request Form of each requested Loan at least one Business Day before the requested date of each Base Rate Loan and at least three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the requested date of a proposed Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocableeach Eurodollar Loan, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following informationspecifying: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing Loan (which shall be a Business Day); , (c) the number and location of the account to which funds are to be disbursed; (db) the amount of such Borrowing Loan, (stated c) the Type of the Loan, and (d) in the Available Currency); and (e) whether case of a Eurodollar Loan, the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, duration of the Interest Period for such Loan. The Administrative Agent at its option may accept telephonic requests for Loans, provided that such acceptance shall not constitute a waiver of the Administrative Agent's right to delivery of a Loan Request Form in connection with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02subsequent Loans. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then Any telephonic request for a Loan by the Borrower shall be deemed promptly confirmed by submission of a properly completed Loan Request Form to have selected an the Agent. Each Loan shall be in a minimum principal amount of the lesser of (i) the unused amount of the Commitment or (ii) $500,000 and in integral multiples of $100,000. The aggregate principal amount of Eurodollar Loans having the same Interest Period of one month’s durationshall be at least equal to $500,000. The Administrative Agent shall promptly advise notify each Bank of the applicable Lenders contents of any notice given pursuant each such notice. Not later than 12:00 Noon, New York, New York time on the date specified for each Loan hereunder, each Bank will make available to the Administrative Agent at the Principal Office in immediately available funds, for the account of the Borrower, its pro rata share of each Loan. After the Administrative Agent's receipt of such funds and subject to the other terms and conditions of this Agreement, the Administrative Agent will make each Loan available to the Borrower by either depositing the same, in immediately available funds, in an account of the Borrower (designated by the Borrower) maintained with the Administrative Agent at the Principal Office or wiring the funds to an account as designated by the Borrower in writing. All notices under this Section 2.03 (shall be irrevocable and shall be given not later than 12:00 Noon, New York, New York, time on the contents thereof), and day which is not less than the number of each Lender’s portion of the requested BorrowingBusiness Days specified above for such notice.

Appears in 1 contract

Samples: Credit Agreement (Magnum Hunter Resources Inc)

Borrowing Procedure. In order to The Company will request a Term Loan Borrowing or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such request loan hereunder by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans (or such shorter period as may be agreed by the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing written notice in the case form of a Borrowing of ABR Loans. Each such Exhibit 2.2 annexed hereto, or by telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (a) whether the Borrowing then being requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed notice (which notice shall be given as promptly as practicableconfirmed in writing if the Agent so requests), which notices will be irrevocable, to the Agent not later than 12:00 noon, Milwaukee time, on the proposed Borrowing Date, or, in the case of an Adjusted LIBOR Rate Loan, not later than 10:30 a.m. (Milwaukee time) and (y) on the date that is 30 days after three Business Days before the Closing proposed Borrowing Date); provided, however, that . In the initial Interest Period event of any Eurodollar Borrowing made on inconsistency between the Funding Date shall commence on telephonic notice and the Funding Date and end on a date reasonably satisfactory to written confirmation thereof, the Administrative Agent specified telephonic notice will control. Each such request will be effective upon receipt by the Borrower in such Borrowing Request; Agent and will specify (b) the date of such Borrowing (which shall be a Business Day); (c) the number and location of the account to which funds are to be disbursed; (di) the amount of the requested loan; (ii) the proposed Borrowing Date; (iii) whether such Borrowing (stated in loan will bear interest at the Available Currency)Variable Rate or at the Adjusted LIBOR Rate; and (eiv) whether in the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loanscase of an Adjusted LIBOR Rate Loan, the Interest Period therefor. Upon its receipt of such notice from the Company, the Agent shall give notice of such borrowing request to the other Banks not later than 1:30 p.m. (Milwaukee time) on the Borrowing Date. Each Bank shall have its respective portion of the loans available to the Agent in Milwaukee in immediately available funds not later than 3:30 p.m., Milwaukee time, on the Borrowing Date. Out of the funds received from each Bank for the making of the loans hereunder, the Agent will make a loan to the Company in such amount on behalf of such Bank. Notes and other required documents delivered to the Agent for the account of each Bank shall be promptly delivered to such Bank, or in accordance with respect thereto; providedinstructions received from it, however, that, notwithstanding any contrary specification together with copies of such other documents received in any Borrowing Request, each requested Borrowing shall comply connection with the requirements set forth borrowing as such Bank shall request. Unless the Agent shall have been notified by telephone, confirmed promptly thereafter in Section 2.02writing, by a Bank not later than 3:30 p.m., Milwaukee time, on a Borrowing Date that such Bank will not make available to the Agent such Bank's pro rata share of the requested loan, the Agent may assume that such Bank has made such amount available to the Agent and, in reliance upon such assumption, make available to the Company on such Borrowing Date a corresponding amount. If no Interest Period with respect and to any Eurodollar Borrowing is specified in any the extent that such Bank, without giving such notice, then shall not have so made such amount available to the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (Agent, such Bank and the contents thereof)Company severally agree to repay the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date the Agent made such amount available to the Company to the date such amount is repaid to the Agent, at (i) in the case of the Company, the Variable Rate, and (ii) in the case of such Bank, the Federal Funds Rate for each Lender’s portion of the requested Borrowing.first three days (or fraction

Appears in 1 contract

Samples: Credit Agreement (Plexus Corp)

Borrowing Procedure. In order to To request a Term Loan Borrowing or a Revolving Credit Borrowing, the Lead Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans telecopy or electronic transmission (or such shorter period as may be agreed if arrangements for doing so have been approved by the Administrative Agent, which approval shall not be unreasonably withheld, conditioned or delayed) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing or telephone (promptly confirmed by telecopy or electronic transmission) (i) in the case of a Borrowing of ABR LIBOTerm SOFR Rate Loans, not later than 1:00 p.m., New York City time, three Business Days before the date of the proposed Borrowing or (ii) in the case of a Borrowing of Base Rate Loans (other than Swingline Loans), not later than 1:00 p.m., New York City time, on the date of the proposed Borrowing. Notwithstanding the foregoing, if Lead Borrower wishes to request LIBO Rate Loans having an Interest Period other than one, two, three or six months in duration, or less than one month in duration with the consent of the Administrative Agent, in each case as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. four Business Days before the date of the proposed Borrowing having an Interest Period other than one, two, three or six months in duration, whereupon the Administrative Agent shall give prompt notice to each applicable Lender whose consent is required with a relevant Revolving Commitment of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., three Business Days before the proposed date of such Borrowing having an Interest Period other than one, two, three or six months in duration, the Administrative Agent shall notify Lead Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by such Lenders or the Administrative Agent, as applicable. Each such telephonic Notice of Borrowing Request shall be irrevocable, subject to Sections 2.09, 3.01 and 3.05, and shall be confirmed promptly by hand delivery, e-mail delivery or fax telecopy to the Administrative Agent of a written Notice of Borrowing, appropriately completed and signed by Lead Borrower. Each such telephonic and written Notice of Borrowing Request and shall specify the following informationinformation in compliance with Section 2.02: (a) the aggregate amount of such Borrowing; the date of such Borrowing, which shall be a Business Day; whether the such Borrowing then being requested is to be a Borrowing of Term Base Rate Loans or a Borrowing of LIBOTerm SOFR Rate Loans; in the case of a Borrowing of LIBOTerm SOFR Rate Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; (b) the date of such Borrowing (be applicable thereto, which shall be a Business Day)period contemplated by the definition of the term “Interest Period”; (c) and the location and number and location of the account to which funds are to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing which shall comply with the requirements set forth in of Section 2.02. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Borrowing of Base Rate Loans. If no Interest Period is specified with respect to any Eurodollar requested Borrowing is specified in any such noticeof LIBOTerm SOFR Rate Loans, then the Lead Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Promptly following receipt of a Notice of Borrowing in accordance with this Section 2.03, the Administrative Agent shall promptly advise each Lender of the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), details thereof and of each the amount of such Lender’s portion Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Revolving Credit Agreement (VERRA MOBILITY Corp)

Borrowing Procedure. In order (a) Upon any Disbursements being made in respect of one or more Letters of Credit (whether such Letters of Credit were issued to request a Term Loan Borrowing or a Revolving Credit Borrowingsupport the obligations of the Foreign Borrower, the U.S. Borrower shall notify or any Subsidiary of the Administrative Agent of such request by telephone not later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans U.S. Borrower (or such shorter period as may be agreed by any of their respective divisions)), the Administrative Agent) and no later than 12:00 p.m., New York time, on the Business Day before the date of a proposed Borrowing U.S. Borrower (in the case of a Borrowing Letter of ABR Loans. Each such telephonic Borrowing Request Credit issued for the account of other than the Foreign Borrower) and the Foreign Borrower (in the case of a Letter of Credit issued for its account) shall be irrevocable, and (unless it shall be confirmed promptly by hand delivery, e-mail or fax have given notice to the Administrative Agent of a written Borrowing Request and shall specify to the following information: (a) whether the Borrowing then being requested is contrary prior to be a Borrowing of Term Loans3:00 p.m., Revolving Credit LoansApplicable Time, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted at least three Business Days prior to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall of such Disbursement) be deemed to have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory delivered to the Administrative Agent specified a Borrowing Request pursuant to which such Borrower shall have been deemed to irrevocably request that the Fronting Bank make a LIBO Rate Loan to such Borrower with a four month Interest Period in a principal amount equal to the aggregate amount of the Disbursements made on such date. Each Borrower hereby acknowledges and agrees that each Borrowing Request deemed to be delivered hereunder, the making of a Loan by the Fronting Bank to reimburse the Fronting Bank for Disbursements made under the Letters of Credit and the acceptance by either Borrower in such of the proceeds of the Borrowing Request; (b) shall constitute a representation and warranty by the Borrowers that on the date of such Borrowing (which both immediately before and after giving effect to such Borrowing and the application of the proceeds thereof) the statements made in Section 6.2.1 are in each case true and correct. Proceeds of such Loans shall be a Business Day); (c) used to fund the number and location Reimbursement Obligations in respect of Letters of Credit under which one or more Disbursements were made on the date of the account to which funds are to be disbursed; (d) Loan. Each of the amount parties hereto acknowledge and agree that upon the satisfaction of such Borrowing (stated in the Available Currency); and (e) whether the Loans being made pursuant to such Borrowings are to be initially maintained as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements conditions precedent set forth in Section 2.02. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice6.1, then the Borrower Existing Loans shall be deemed to have selected an Interest Period be Loans made by the Fronting Bank on the Effective Date under the terms of one month’s duration. The Administrative Agent this Agreement and shall promptly advise the applicable Lenders of any notice given thereafter accrue interest and fees pursuant to this Section 2.03 (and the contents thereof)terms hereof, and of each Lender shall continue to participate in such Loans in an amount equal to such Lender’s portion 's Percentage of the requested Borrowingoutstanding principal amount of the Existing Loans.

Appears in 1 contract

Samples: Credit Agreement (Warnaco Group Inc /De/)

Borrowing Procedure. In order to request a Term Loan Borrowing or a Revolving Credit Borrowing, the The Borrower shall notify request the Administrative Agent borrowing of such request a Loan by telephone not delivering to the Lender a written Borrowing Notice signed by the Borrower, which shall be delivered to the Lender by no later than 12:00 p.m., New York time, three Business Days before a proposed Borrowing of Eurodollar Loans [information intentionally deleted] days (or such shorter period as may be agreed by the Administrative AgentLender) and no later than 12:00 p.m., New York time, on the Business Day before prior to the date of a proposed Borrowing in the case of a Borrowing of ABR Loansrequested borrowing. Each such telephonic Borrowing Request Notice shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request irrevocable and shall specify the following information: (ai) whether the Borrowing then being that a Loan is requested is to be a Borrowing of Term Loans, Revolving Credit Loans, Incremental Term Loans or Incremental Revolving Credit Loans (provided that, the Borrower shall not be permitted to request a Eurodollar Borrowing with an Interest Period in excess of one month until the earlier of (x) the date the Administrative Agent shall have notified the Borrower that the primary syndication of the Loans has been completed (which notice shall be given as promptly as practicable) and (y) the date that is 30 days after the Closing Date); provided, however, that the initial Interest Period of any Eurodollar Borrowing made on the Funding Date shall commence on the Funding Date and end on a date reasonably satisfactory to the Administrative Agent specified by the Borrower in such Borrowing Request; Borrower, (bii) the date of such Borrowing the requested borrowing (which shall be a Business DayDay not less than [information intentionally deleted] days after delivery, or such shorter period as may be agreed by the Lender); , (ciii) the number and location aggregate principal amount of the account Loan to be borrowed, (iv) the specific purposes to which funds are the proceeds of such Loan shall be applied (as permitted by Section 2.5 below) by reference to specific account creditors, amounts to be disbursed; (d) the amount of such Borrowing (stated in the Available Currency); paid, account creditor payment remittance information and other applicable information, and (ev) whether the Loans being made pursuant to such Borrowings are to be initially maintained other information and certifications as ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02the form of Borrowing Notice and as the Lender shall otherwise have reasonably requested. If no Interest Period with respect to any Eurodollar Each submittal of a Borrowing is specified in any such notice, then Notice by the Borrower to the Lender shall constitute a separate representation, warranty and covenant by the Borrower to use and apply the proceeds of the Loan solely as set forth in such Borrowing Notice. All amounts requested by the Borrower in a Borrowing Notice shall be deemed due and payable to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and account creditors specified therein within [information intentionally deleted] Business Days following the contents thereof), and of each Lender’s portion date of the requested Borrowingborrowing. The Lender, in its sole discretion, may advance the Loan to the Borrower either (x) by deposit of such Loan to the Borrower’s Account; (y) by direct payment to the account creditors (for the benefit of the Borrower) pursuant to the information provided in the applicable Borrowing Notice; or (z) a combination of (x) and (y). No Loan shall be advanced if a Default or Event of Default has occurred and is continuing (unless the Lender has waived the relevant Default or Event of Default for the purpose of advancing the Loan).

Appears in 1 contract

Samples: Stream Credit Agreement (Royal Standard Minerals Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.