Conversion or Continuation. Subject to the provisions of subsection 2.2 (A) Borrower shall have the option to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing. (1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued; (3) the nature of the proposed conversion/continuation; (4) in the case of conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder.
Appears in 2 contracts
Sources: Loan and Security Agreement (Spincycle Inc), Loan and Security Agreement (Spincycle Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only --------- ------- be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Agent no later than 9:00 A.M. (bLos Angeles time) convert all or any portion on the proposed conversion date (in the case of such LIBOR Loan a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above- described Notice of Conversion/Continuation, Borrower Company may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in -------- writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 2 contracts
Sources: Credit Agreement (Varco International Inc), Credit Agreement (Varco International Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Term Loans or Revolving Loans from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis, in each case in a Minimum Amount therefor, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (New York City time) at least three Business Days in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or (b) a continuation of, a LIBOR Loan). With respect to any LIBOR Loan, if Borrower fails to deliver a Notice of Conversion/Continuation as described above or if any proposed conversion/continuation under this subsection 2.2D is not permitted hereunder, Borrower shall be deemed to have elected to convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the then-expiring Interest Period Period. A Notice of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and Type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); 2.2D, provided that such notice Administrative Agent shall be promptly confirmed in writing by delivery of receive a Notice of Conversion/Continuation to Agent confirm such telephonic notice no later than 2:00 P.M. (New York City time) on the day on which such telephonic notice is given. Upon receipt of written or before the telephonic notice of any proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or electronic mail (or by telephone promptly confirmed by telefacsimile or electronic mail) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundereach Lender.
Appears in 2 contracts
Sources: Credit Agreement (Winsloew Furniture Inc), Credit Agreement (Winsloew Furniture Inc)
Conversion or Continuation. (i) Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 1,000,000500,000 and integral multiples of $100,000 1,000,000100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 2,500,000500,000 and integral multiplies multiples of $100,000 1,000,000100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto.
(ii) Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent at least three Business Days in advance (subject to the last paragraph of subsection 2.2B) of the proposed conversion/continuation date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued Loan or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Loan). With respect to any LIBOR Loan, when if Borrower fails to specify an Interest Period for any Event Loan in the applicable Notice of Default Borrowing or Default has occurred and is continuingNotice of Conversion/Continuation, or Borrower shall not have given notice in accordance with this Section 2.2D to continue any LIBOR Loan into a subsequent Interest Period or to convert such LIBOR Loan, Borrower shall be deemed to have selected an Interest Period of one month with respect to the applicable Loan.
(1iii) A Notice of Conversion/Continuation shall specify (a) the proposed conversion/continuation date (which shall be a Business Day); , (2b) the amount and Type of the Loan to be converted/continued;
, (3c) the nature of the proposed conversion/continuation; , (4d) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5e) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender.
(iv) Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer Officer or other person Person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder.
(v) Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Borrowers shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 250,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 250,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrowers shall deliver a Notice of Conversion/Continuation to Agent no later than 12:00 Noon (bNew York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Borrowers may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower Borrowers in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Borrowers or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Borrowers shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrowers shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
Section 2.6, (Ai) Borrower Company shall have the option to (1) convert at on any time Business Day all or any part of its outstanding Term Loans or Revolving Loans under a single Tranche equal to $500,000 5,000,000 and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans or bearing interest at a rate determined by reference to an alternative basis and (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, Company shall have the option to (a) continue as a LIBOR Loan all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount amount; provided, however, that if, upon the expiration of any Interest Period applicable to any LIBOR Loan, Company shall have failed to give a Notice of Conversion/Continuation with respect to such LIBOR Loan in accordance with this Section 2.2D, Company shall be deemed to have given a timely Notice of Conversion/Continuation electing to continue such LIBOR Loan as a LIBOR Loan or with an Interest Period of one month; and provided, further, no partial conversion of a borrowing of LIBOR Loans shall reduce the outstanding principal amount of LIBOR Loans made pursuant to such borrowing to less than $5,000,000. Borrowings of LIBOR Loans resulting from this Section 2.2D shall be limited in number as provided in Section 2.1B. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent at the Notice Office no later than 11:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)Section 2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this Section 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) Section 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in Sections 2.6B, 2.6C and 2.6F, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Alliance HealthCare Services, Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 3.3 hereof, the Borrower shall have the option (i) to (1) convert at any time all or any part of outstanding Term Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base bearing interest as Prime Rate Loans to Term Loans bearing interest as LIBOR Loans or Loans, and (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) to continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan, with the succeeding Interest Period of such continued LIBOR Loan to commence on the most recent Interest Payment Date thereof or (b) to convert all or any portion part of such LIBOR Loan to a Base Term Loan bearing interest as a Prime Rate Loan. The succeeding Interest Period(sBorrower shall deliver a Notice of Conversion/Continuation to the Agent Bank no later than 12:00 noon (Louisville, Kentucky time) of such continued or converted Loan shall commence on the last day at least three (3) Business Days in advance of the Interest Period proposed conversion/continuation date. A Notice of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
Conversion/ Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount of the Term Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan or a Prime Rate Loan, that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, the Borrower may give the Agent Bank telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)section 3.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to the Agent Bank on or before the proposed conversion/continuation date. Neither Agent nor any Lender The Banks shall not incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent Bank believes in good faith to have been given by a duly authorized officer Authorized Officer or other person Person authorized to act on behalf of the Borrower or for otherwise acting in good faith under this subsection 2.2(E) Section 3.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Term Loans in accordance with this Loan Agreement pursuant to any such telephonic notice, the Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in Sections 4.2, 4.3 and 4.7 hereof, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date and the Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the other provisions of subsection 2.2
(A) Borrower this Agreement, including, without limitation, satisfying the conditions set forth in Section 3, Borrowers shall have the option to (1) convert at any time all or any part of outstanding Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
. Borrowers shall deliver a Notice of Borrowing with respect to any such conversion/continuation to Collateral Agent no later than 12:00 p.m. (noon) New York time at least two (2) Business Days in advance of the proposed conversion/continuation date. The Notice of Borrowing with respect to such conversion/continuation shall certify: (1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
; (3) the nature of the proposed conversion/continuation; (4) in the case of conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation; and (6) that all conditions to make Loans as set forth in Section 3 and in the Conditions Rider have been satisfied or waived. In lieu of delivering the a Notice of ConversionBorrowing with respect to any such conversion/Continuationcontinuation, any Borrower may give Collateral Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E2.2(D) (in such telephonic notice such Borrower shall certify to the items set forth above with respect to the Notice of Borrowing); provided that such telephonic notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Borrowing (in form and substance described herein) with Neither Collateral Agent nor any Lender shall incur any liability to any Borrower in acting upon any telephonic notice or a Notice of Borrowing referred to above that Collateral Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act on behalf of such Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder2.2(D).
Appears in 1 contract
Sources: Loan and Security Agreement (Sun Healthcare Group Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 2.6, the Borrower shall have the option (i) to (1) convert at any time all or any part of their outstanding Loans equal to $500,000 the Borrowing Minimum and integral multiples of $100,000 the Borrowing Multiple in excess of that amount from Base Rate Loans to LIBOR SOFR Loans (or vice versa) or (2ii) upon the expiration of any Interest Period applicable to a LIBOR SOFR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 the Borrowing Minimum and integral multiplies multiples of $100,000 the Borrowing Multiple in excess of that amount as a LIBOR SOFR Loan or for another permissible Interest Period. The Borrower shall deliver a Notice of Conversion/Continuation to the Administrative Agent not later than 1:00 p.m. (bNew York time) convert all or any portion on the proposed conversion date (in the case of such LIBOR Loan a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day ), and at least three U.S. Government Securities Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR SOFR Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount amount, Type and Class of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR SOFR Loan, the requested Interest Period; Period and (5v) in the case of a conversion to, or a continuation of, a SOFR Loan, that no Default or Event of Default has occurred and is continuing continuing. Each conversion or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice continuance shall be promptly confirmed made ratably among the Lenders holding the Loans comprising the affected Borrowing. If the Borrower shall not have given notice in writing by delivery accordance with this Section 2.2D to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.2D to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a Notice Base Rate Loan. If the Borrower fails to specify the Type of Conversion/Continuation Loan the applicable Borrowing is to Agent on be converted into or before continued as, then the proposed conversion/continuation dateapplicable Borrowing shall be deemed to have been requested to be converted into or continued as a Base Rate Loan. Neither the Administrative Agent nor any Lender shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of the Borrower or for otherwise acting in good faith under this subsection 2.2(E) Section 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any telephonic such notice, the Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in Sections 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, any SOFR Loan shall be irrevocable, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Base Rate Loans equal to $2,000,000 and integral multiples of $10,000 in excess of that amount from Revolving Loans bearing interest at the Base Rate to Revolving Loans bearing interest at LIBOR, plus the Pricing Margin; (ii) to convert at any time all or any part of its outstanding LIBOR Loans equal to $500,000 and integral multiples of $100,000 10,000 in excess of that amount from Revolving Loans bearing interest at LIBOR to Revolving Loans bearing interest at the Base Rate Loans (PROVIDED that any LIBOR Loan remaining after the partial conversion of a LIBOR Loan to LIBOR Loans a Base Rate Loan permitted under this clause (ii) shall be of an amount equal to at least $2,000,000) or (2iii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 2,000,000 and integral multiplies multiples of $100,000 10,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; PROVIDED, HOWEVER, that a LIBOR Loan may not be converted into a Base Rate Loan except on the expiration date of an Interest Period applicable thereto. Swing Line Loans may not be converted into LIBOR Loans. Company shall deliver a Notice of Conversion/Continuation to Agent no later than 10:30 a.m. (California time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Revolving Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/conversion/ continuation date. Neither Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) Company, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6A, 2.6B and 2.6F, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith or, in the event Company retracts the applicable Notice of Conversion/Continuation prior to the conversion to or continuation of such LIBOR Loan, to pay such amounts as shall be payable under subsection 2.6C if such conversion or continuation does not occur as the result of such retraction.
Appears in 1 contract
Sources: Credit Agreement (Oakley Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan; provided, however, that if a LIBOR Loan is converted into a Base Rate Loan on a date other than the expiration date of the Interest Period applicable thereto, subsection 2.6D shall apply. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 1:00 P.M. (New York City time) at least three Business Days in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or (b) a continuation of, a LIBOR Loan). With respect to any Base Rate or LIBOR Loan, if Borrower fails to deliver a Notice of Conversion/Continuation as described above or if any proposed conversion/continuation under this subsection 2.2D is not permitted hereunder, Borrower shall be deemed to have elected to convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the then-expiring Interest Period of the and to continue any such Base Rate Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, as a LIBOR Base Rate Loan, when any Event as applicable. A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and Type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); 2.2D, provided that such notice Administrative Agent shall be promptly confirmed in writing by delivery of receive a Notice of Conversion/Continuation to Agent confirm such telephonic notice no later than 1:00 P.M. (New York City time) on the day on which such telephonic notice is given. Upon receipt of written or before the telephonic notice of any proposed conversion/continuation dateunder this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender but not later than two Business Days prior to the Funding Date of a LIBOR Loan and one Business Day prior to the Funding Date of a Base Rate Loan. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a notice of a proposed conversion to, or continuation of, a LIBOR Loan (whether by delivery of a Notice of Conversion/Continuation or telephonic notice) shall be irrevocable once Administrative Agent receives such notice, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) this Agreement, Borrower shall have the option (A) as of any date to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans Portion, if any, into one or more LIBO Rate Portions; (B) as of the last day of its applicable Interest Period, to LIBOR Loans convert all or any part of a LIBO Rate Portion to a Base Rate Portion on such expiration date; or (2C) upon as of the expiration last day of any Interest Period applicable to a LIBOR LoanPeriod, to (a) continue all or any portion part of such LIBOR Loan equal to $500,000 a LIBO Rate Portion, and, in the case of clauses (B) and integral multiplies (C) of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The this paragraph, the succeeding Interest Period(s) Period of such continued or converted Loan LIBO Rate Portion shall commence on the last day such expiration date; provided, however, no outstanding portion of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan Revolving Loans may be continued as, or be converted into, a LIBOR LoanLIBO Rate Portion (i) if the continuation of, when or the conversion into such LIBO Rate Portion, would violate any of the provisions of Section 3.1(1)(A)(v) of this Schedule or (ii) if as of such date a Default or an Event of Default would occur or Default has occurred and is continuing.
(1b) To convert or continue a LIBO Rate Portion under this Section 3.1(I)(A)(iii). Borrower shall deliver a Notice of Conversion/Continuation, in the form of Exhibit A attached hereto and incorporated herein by this reference, to Lender no later than 10:00 a.m. (Los Angeles time) at least three (3) Business Days in advance of the proposed conversion/continuation date. A Notice of Conversion/Continuation shall specify (A) the proposed conversion/continuation date (which shall be a Business Day); , (2B) the amount of the Loan principal portion of the Revolving Loans to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5C) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationwhether such portion shall be converted and/or continued. In lieu of delivering the a Notice of Conversion/Continuation, Borrower may give Agent Lender telephonic notice by the required time of any proposed conversion/continuation by the time required under this subsection 2.2(ESection 3.l(I)(A)(iii); provided that , and such notice shall be promptly confirmed in writing by delivery of a delivered to Lender promptly (but in no event later than 3:00 p.m. (Los Angeles time) on the same Business Day). Any Notice of Conversion/Continuation to Agent on delivered by Borrower (or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred in lieu thereof) shall be irrevocable when given pursuant to above that Agent believes this clause (b) (whether given in good faith writing or by telephone), and Borrower shall be bound to have been given by a duly authorized officer convert or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 2.6 hereof, the Borrower shall have the option (i) to (1) convert at any time all or any part of outstanding Revolving Loans equal made to $500,000 and integral multiples the Bor- rower from Revolving Loans bearing interest at a rate determined by reference to one basis to Revolving Loans bearing interest at a rate determined by reference to an alternative basis, (ii) to convert at any time all or any part of $100,000 in excess outstanding Line of that amount Credit Advances made to the Borrower from Base Rate Loans Line of Credit Advances bearing interest at a rate determined by reference to LIBOR Loans one basis to Line of Credit Advances bearing interest at a rate determined by reference to an alternative basis, or (2iii) upon the expiration of any Interest Period applicable to a LIBOR LoanRate Loan made to the Borrower, to (a) continue all or any portion of such LIBOR Rate Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion Rate Loan, and the succeeding Interest Period of such contin- ued LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the current Interest Period with re- spect thereto; provided however that a LIBOR Rate Loan may only be converted into a Base Rate Loan on the expiration date of the Loan Inter- est Period applicable thereto. The Borrower shall deliver a Notice of Conversion/Continuation to be continued or converted; provided that the Agent no outstanding Loan may be continued aslater than 10:30 A.M. (Louisville, Kentucky time) on the same Business Day in advance of the pro- posed conversion/continuation date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conver- sion/Continuation shall specify (1i) the proposed pro- posed conversion/continuation date (which shall be a Business Day); , (2ii) the amount of the Revolving Loan or the Line of Credit Advance to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or continuation of, a LIBOR Rate Loan, the requested Interest Period, and (v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above- described Notice of Conversion/Continuation, the Borrower may give Agent the Banks telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(ESection 2.2(d); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to the Agent on or before the proposed conversionconver- sion/continuation date. Neither the Agent nor any Lender the Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf an Authorized Officer of the Borrower or for otherwise acting in good faith under this subsection 2.2(E) Section 2.2(d), and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Revolving Loans or any Line of Credit Advances made to the Borrower in accordance with this Loan Agreement pursuant to any such telephonic notice, the Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in Sections 2.6(b), 2.6(c) and 2.6(g) hereof, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or tele- phonic notice in lieu thereof) shall be irre- vocable on and after the related Interest Rate Determination Date and the Borrower shall be bound to effect the conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(Ai) Borrower The Borrowers shall have the option (A) to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Floating Rate Loans (other than Swing Loans) to LIBOR Fixed Rate Loans; (B) to convert all or any part of outstanding Fixed Rate Loans having Interest Periods which expire on the same date to Floating Rate Loans on such expiration date; or (2C) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion part of such LIBOR Loan equal to $500,000 outstanding Fixed Rate Loans having Interest Periods which expire on the same date as Fixed Rate Loans, and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The the succeeding Interest Period(s) Period of such continued or converted Loan Fixed Rate Loans shall commence on the last day of the Interest Period of the Loan to be continued or convertedsuch expiration date; provided that provided, however, no outstanding Loan may be continued as, or be converted into, a LIBOR LoanFixed Rate Loan (i) if the continuation of, when or the conversion into, such a Fixed Rate Loan would violate any of the provisions of Section 4.02 or (ii) if an Event of Default would occur or Default has occurred and is continuing. Any conversion into or continuation of Fixed Rate Loans under this Section 4.01(c) shall be in a minimum amount of $5,000,000 and in integral multiples of $250,000 in excess of that amount.
(1ii) To convert or continue a Loan under Section 4.01(c)(i), the Borrowers shall deliver a Notice of Conversion/Continuation to the Administrative Agent no later than 11:00 a.m. (New York time) at least three (3) Business Days in advance of the proposed conversion/continuation date. A Notice of Conversion/Continuation shall specify (A) the proposed conversion/continuation date (which shall be a Business Day); , (2B) the principal amount of the Loan to be converted/continued;
, (3C) the nature of the proposed conversion/continuation; whether such Loan shall be converted and/or continued, and (4D) in the case of a conversion to, or a continuation of, a LIBOR Fixed Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the a Notice of Conversion/Continuation, Borrower the Borrowers may give the Administrative Agent telephonic notice by the required time of any proposed conversion/continuation by the time required under this subsection 2.2(ESection 4.01(c)(ii); provided that , and such notice shall be promptly confirmed in writing by delivery delivered to the Administrative Agent promptly (but in no event later than 5:00 p.m. (New York time) on the same day). Promptly after receipt of a Notice of Conversion/Continuation to under this Section 4.01(c)(ii) (or telephonic notice in lieu thereof), the Administrative Agent on shall notify each Lender by telex or before telecopy, or other similar form of transmission, of the proposed conversion/continuation. Any Notice of Conversion/Continuation for conversion to, or continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any of, a Loan (or telephonic notice referred in lieu thereof) shall be irrevocable, and the Borrowers shall be bound to above that Agent believes in good faith to have been given by a duly authorized officer convert or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Section 3.3, any Borrower shall have the option to (1) to convert at any time all or any part of its outstanding Revolving Loans equal to (other than Seasonal Revolving Loans), in a minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount amount, from Base Reference Rate Loans to LIBOR Loans or Loans; (2) to convert all or any part of its outstanding Revolving Loans from LIBOR Loans to Reference Rate Loans on the expiration of the Interest Period applicable thereto; and (3) upon the expiration of any Interest Period applicable to a any outstanding LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to in a minimum amount of $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount amount, as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided provided, however, that no outstanding Loan Loans may be continued as, or be converted into, a or continued under the foregoing clause (3) as LIBOR Loan, Loans when any Default or Event of Default or Default has occurred and is continuing. Any conversion or continuation made with respect to less than the entire outstanding balance of the Revolving Loans must be applied pro rata to the Revolving Loans according to the outstanding principal balance of each Revolving Loan.
(b) Whenever any Borrower elects to convert or continue Loans under this Section 3.2, such Borrower shall deliver to the Agent a written notice substantially in the form of that attached hereto as Exhibit E (a "Notice of Conversion/Continuation"), with a copy thereof to be delivered contemporaneously by such Borrower to each Lender, signed by an authorized officer of such Borrower (1) no later than 10:00 a.m. (Chicago, Illinois time) two (2) Business Days in advance of the proposed conversionrequested conversion date, in the case of a conversion into Reference Rate Loans, and (2) no later than 11:00 a.m (Chicago, Illinois time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or continuation of, LIBOR Loans. The Notice of Conversion/Continuation shall specify (A) the conversion or continuation date (which shall be a Business Day); , (2B) the amount and type of the Loan Loans to be converted/converted or continued;
, (3C) the nature of the proposed conversion/requested conversion or continuation; , and (4D) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, event that the applicable Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of should fail to provide a Notice of Conversion/Continuation with respect to any LIBOR Loans as provided above, such Loans shall, on the last day of the Interest Period with respect to such Loans, convert to Reference Rate Loans.
(c) Any officer of any Borrower authorized to request Revolving Loans on behalf of such Borrower shall also be authorized to request a conversion or continuation on behalf of such Borrower. The Agent shall be entitled to rely on or before such officers' authority until the proposed conversion/continuation dateAgent is notified to the contrary in writing pursuant to Section 2.4(b). Neither The Agent nor any Lender shall incur any no liability to any Borrower in acting upon any telephonic notice referred to above that in this Section 3.2, which notice the Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act make such requests on behalf of Borrower such Borrower, or for otherwise acting in good faith under this subsection 2.2(E) and Section 3.2 and, upon conversion/such conversion or continuation by the Agent and the Lenders in accordance with this Agreement pursuant to any telephonic noticeAgreement, the applicable Borrower shall have effected such the conversion or continuation, as continuation of the case may be, applicable Loans hereunder.
(d) Any Notice of Conversion/Continuation for conversion to, or continuation of, Loans made pursuant to this Section 3.2 shall be irrevocable and the applicable Borrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Sources: Loan and Security Agreement (Roadmaster Industries Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term B Loans, Supplemental Term Loans, LC Facility Loans or Revolving Loans equal to $500,000 2,500,000 and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 2,500,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall promptly notify each Lender of the Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Sources: Credit Agreement (Brand Services)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(Ai) Borrower The Borrowers shall have the option (A) to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Floating Rate Loans (other than Swing Loans) to LIBOR Fixed Rate Loans; (B) to convert all or any part of outstanding Fixed Rate Loans having Interest Periods which expire on the same date to Floating Rate Loans on such expiration date; or (2C) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion part of such LIBOR Loan equal to $500,000 outstanding Fixed Rate Loans having Interest Periods which expire on the same date as Fixed Rate Loans, and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The the succeeding Interest Period(s) Period of such continued or converted Loan Fixed Rate Loans shall commence on the last day of the Interest Period of the Loan to be continued or convertedsuch expiration date; provided that provided, however, no outstanding Loan may be continued as, or be converted into, a LIBOR LoanFixed Rate Loan (i) if the continuation of, when or the conversion into, such a Fixed Rate Loan would violate any of the provisions of Section 4.02, or (ii) if an Event of Default would occur or Default has occurred and is continuing. Any conversion into or continuation of Fixed Rate Loans under this Section 4.01(c) shall be in a minimum amount of $5,000,000 and in integral multiples of $250,000 in excess of that amount.
(1ii) To convert or continue a Loan under Section 4.01(c)(i), the Borrower Representative shall deliver a Notice of Conversion/Continuation to the Administrative Agent no later than 11:00 a.m. (New York time) at least three (3) Business Days in advance of the proposed conversion/continuation date. A Notice of Conversion/Continuation shall specify (A) the proposed conversion/continuation date (which shall be a Business Day); , (2B) the principal amount of the Loan to be converted/continued;
, (3C) the nature of the proposed conversion/continuation; whether such Loan shall be converted and/or continued, and (4D) in the case of a conversion to, or a continuation of, a LIBOR Fixed Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the a Notice of Conversion/Continuation, the Borrower Representative may give the Administrative Agent telephonic notice by the required time of any proposed conversion/continuation by the time required under this subsection 2.2(ESection 4.01(c)(ii); provided that , and such notice shall be promptly confirmed in writing by delivery delivered to the Administrative Agent promptly (but in no event later than 5:00 p.m. (New York time) on the same day). Promptly after receipt of a Notice of Conversion/Continuation to under this Section 4.01(c)(6) (or telephonic notice in lieu thereof), the Administrative Agent on shall notify each Lender by telex or before telecopy, or other similar form of transmission, of the proposed conversion/continuation. Any Notice of Conversion/Continuation for conversion to, or continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any of, a Loan (or telephonic notice referred in lieu thereof) shall be irrevocable, and the Borrowers shall be bound to above that Agent believes in good faith to have been given by a duly authorized officer convert or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) SECTION 4.5, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 1,000,000 and integral multiples of $100,000 200,000 in excess of that amount from Base a Reference Rate Loan to a LIBOR Rate Loan; (ii) to convert all or any part of its outstanding Loans equal to $1,000,000 and integral multiples of $200,000 in excess of that amount from a LIBOR Loans Rate Loan to a Reference Rate Loan on the expiration date of any Interest Period applicable thereto; or (2iii) upon the expiration of any the Interest Period applicable with respect to a any LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 200,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The , and the succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day expiration date of the Interest Period of applicable thereto; PROVIDED, HOWEVER, that, notwithstanding the Loan to be continued or converted; provided that foregoing, no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Rate Loan when any Event of Default or Unmatured Event of Default has occurred and is continuing.
(1b) In the proposed conversion/continuation date (which event Borrower shall be elect to convert or continue a Business DayLoan under SECTION 4.4(A); (2) the amount , Borrower shall deliver to Lender a Notice of the Loan to be converted/continued;
LIBOR Activity by 10:00 A.M., Chicago time three (3) the nature of the proposed conversion/continuation; (4) in the case of conversion Business Days prior to, or a continuation of, a LIBOR Loan, the requested Interest Period; and but in any event not more than five (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/ContinuationBusiness Days prior to, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor Upon conversion or continuation by Lender in accordance with this Agreement pursuant to any Notice of LIBOR Activity, Borrower shall have effected the conversion/continuation of Loans hereunder.
(c) The officers and employees of Borrower authorized to request a Loan on behalf of Borrower shall also be authorized to request a conversion/continuation on behalf of Borrower. Lender shall not incur any liability to Borrower in acting upon any telephonic oral notice referred to above that Agent which Lender believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or such other obligor or for otherwise acting in good faith under this subsection 2.2(ESECTION 4.4.
(d) Any Notice of LIBOR Activity for conversion to, or continuation of, a Loan (including any such oral notice) shall be irrevocable and upon conversion/continuation by Lenders Borrower shall be bound to convert or continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Conversion or Continuation. Subject to the other provisions of subsection this Agreement, including, without limitation, satisfying the conditions set forth in Section 2.2
(A) Borrower , Borrowers shall have the option to (1i) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR SOFR Loans or (2ii) upon the expiration of any Interest Period applicable to a LIBOR SOFR Loan, to (aA) continue all or any portion of such LIBOR SOFR Loan equal to $500,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR SOFR Loan or (bB) convert all or any portion of such LIBOR SOFR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR SOFR Loan, when any Event of Default or Default has occurred and is continuing.
. The Borrowing Agent shall deliver a Continuation/Conversion Notice with respect to any such conversion/continuation to Agent no later than 2:00 p.m. (1New York City time) at least three (3) Business Days in advance of the proposed conversion/continuation date. The Continuation/Conversion Notice with respect to such conversion/continuation shall certify: (i) the proposed conversion/continuation date (which shall be a Business Day); (2ii) the amount of the Loan to be converted/continued;
; (3iii) the nature of the proposed conversion/continuation; (4iv) in the case of conversion to, or a continuation of, a LIBOR SOFR Loan, the requested Interest Period; and (5v) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation; and (vi) that all conditions to make Loans as set forth in Section 3.2 have been satisfied. In lieu of delivering a Continuation/Conversion Notice with respect to any such conversion or continuation, the Notice of Conversion/Continuation, Borrower Borrowing Agent may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(ESection 3.2(d) (in such telephonic notice the Borrowing Agent shall certify to the items set forth above with respect to the Continuation/Conversion Notice); provided that such telephonic notice shall be promptly confirmed in writing by delivery of a Continuation/Conversion Notice of Conversion(in form and substance described herein) with respect to such conversion/Continuation continuation to Agent on or before the proposed conversion/continuation date. Once given, the Borrowing Agent shall be bound by such telephonic notice. Upon the expiration of an Interest Period for a SOFR Loan, in the absence of a new Continuation/Conversion Notice or a telephonic notice submitted to Agent not less than three (3) Business Days prior to the end of such Interest Period, the applicable SOFR Loan shall be automatically converted to a Base Rate Loan. Neither Agent nor any Lender shall incur any liability to any Borrower or any other Loan Party in acting upon any telephonic notice or a Continuation/Conversion Notice referred to above that Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act on behalf of any Borrower or for otherwise acting in good faith under this subsection 2.2(ESection 2.2(d). This Section 2.2(d) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant shall not apply to any telephonic noticeSwingline Loans, Borrower shall have effected such conversion which may not be converted or continuation, as the case may be, hereundercontinued.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 2.6 and Section 2.1.B(i), the Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal bearing interest at a rate determined by reference to $500,000 and integral multiples one basis to the same type of $100,000 in excess of that amount from Base Rate Loans Loan bearing interest at a rate determined by reference to LIBOR Loans an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan; provided, however, that a LIBOR Rate Loan may only be converted into an ABR Loan on the expiration date of an Interest Period applicable thereto. The succeeding Interest Period(sBorrower shall deliver a Notice of Conversion/Continuation to the Administrative Agent no later than 10:00 A.M. (New York City time) of such continued or converted Loan shall commence on the last day at least one Business Day in advance of the Interest Period proposed conversion date (in the case of a conversion to an ABR Loan) and at least three Business Days in advance of the Loan to be continued or converted; provided that no outstanding Loan may be continued asproposed conversion/continuation date (in the case of a conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from continuing. Further, the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice submission by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Borrower of a Notice of Conversion/Continuation to Agent on or before shall constitute a re-certification by the Borrower, as of the date of the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as to the case may bematters to which the Borrower certified to in the applicable Loan/Letter of Credit Request and Loan/Letter of Credit Certificate. Except as otherwise provided in Sections 2.6.B and 2.6.C, hereundera Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Switch & Data Facilities Company, Inc.)
Conversion or Continuation. (i) Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 2,500,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto.
(ii) Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent at least three Business Days in advance (subject to the last paragraph of subsection 2.2B) of the proposed conversion/continuation date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued Loan or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Loan). With respect to any LIBOR Loan, when if Borrower fails to specify an Interest Period for any Event Loan in the applicable Notice of Default Borrowing or Default has occurred and is continuingNotice of Conversion/Continuation, or Borrower shall not have given notice in accordance with this Section 2.2D to continue any LIBOR Loan into a subsequent Interest Period or to convert such LIBOR Loan, Borrower shall be deemed to have selected an Interest Period of one month with respect to the applicable Loan.
(1iii) A Notice of Conversion/Continuation shall specify (a) the proposed conversion/continuation date (which shall be a Business Day); , (2b) the amount and Type of the Loan to be converted/continued;
, (3c) the nature of the proposed conversion/continuation; , (4d) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5e) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender.
(iv) Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer Officer or other person Person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder.
(v) Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto unless Company pays on such conversion date all amounts owing to Lenders under subsection 2.6D. Company shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent not later than 12:00 Noon (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall notify each Lender of any Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to Five Hundred Thousand Dollars ($500,000 500,000) and integral multiples of One Hundred Thousand Dollars ($100,000 100,000) in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to Five Hundred Thousand Dollars ($500,000 500,000) and integral multiplies multiples of One Hundred Thousand Dollars ($100,000 100,000) in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York, New York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three (3) Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by facsimile or telephone to each Lender of the Loan subject to the Notice of Conversion/Continuation. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent or such Lender believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith. If a LIBOR Rate Loan is neither repaid or continued on the last day of the Interest Period applicable thereto nor converted into another type of Loan on such date pursuant to and in accordance with this Agreement, including this subsection 2.2D, or if Administrative Agent has not received a Notice of Conversion/Continuation specifying the term of the next Interest Period for such LIBOR Rate Loan at least three (3) Business Days prior to the last day of the then current Interest Period, then the outstanding LIBOR Rate Loan shall be deemed to be converted, on the last day of the then current Interest Period, into a Base Rate Loan and thereafter shall bear interest as such.
Appears in 1 contract
Conversion or Continuation. a. Subject to the provisions of subsection 2.2
(A) Subsection II.G, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Term Loans or Revolving Loans from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis, in each case in the applicable Minimum Amount therefor, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount the Minimum Amount as a LIBOR Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto.
b. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (New York City time) at least three Business Days in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or (b) a continuation of, a LIBOR Loan). With respect to any LIBOR Loan, if Borrower fails to deliver a Notice of Conversion/Continuation as described above or if any proposed conversion/continuation under this Subsection II.B.4 is not permitted hereunder, Borrower shall be deemed to have elected to convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the then-expiring Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuingPeriod.
c. A Notice of Conversion/Continuation shall specify (1a) the proposed conversion/continuation date (which shall be a Business Day); , (2b) the amount and type of the Loan to be converted/continued;
, (3c) the nature of the proposed conversion/conversion/ continuation; , (4d) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5e) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); Subsection II.B.4, provided that such notice Administrative Agent shall be promptly confirmed in writing by delivery of receive a Notice of Conversion/Continuation to Agent confirm such telephonic notice no later than 2:00 P.M. (New York City time) on the day on which such telephonic notice is given. Upon receipt of written or before the telephonic notice of any proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(ESubsection II.B.4, Administrative Agent shall promptly transmit such notice by telefacsimile or electronic mail (or by telephone promptly confirmed by telefacsimile or electronic mail) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundereach Lender.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.7, the Borrower shall have the option (i) to (1) convert at any time all or any part of the outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. The Borrower shall deliver a Notice of Conversion/Continuation to the Agent no later than 10:00 A.M. (bNew York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, the Borrower may give the Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E2.3(c); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to the Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.3(c), the Agent shall promptly transmit such notice by telefacsimile or telephone to each Bank. Neither the Agent nor any Lender Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of the Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.3(c), and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice the Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.7(b), 2.7(c) and 2.7(f), a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (St Joe Co)
Conversion or Continuation. (a) Subject to the other provisions of subsection 2.2
(A) hereof, the Borrower shall have the option (i) to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans which comprise part of the same Borrowing to LIBOR LIBO Rate Loans, (ii) to convert all or any part of outstanding LIBO Rate Loans or (2) upon which comprise part of the same Borrowing to Base Rate Loans, on the expiration date of any the Interest Period applicable thereto, or (iii) to a LIBOR Loan, to (a) continue all or any portion part of such LIBOR Loan equal to $500,000 and integral multiplies outstanding LIBO Rate Loans which comprise part of $100,000 in excess of that amount the same Borrowing as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base LIBO Rate Loan. The succeeding Loans for an additional Interest Period(s) of such continued or converted Loan shall commence Period, on the last day expiration of the Interest Period of applicable thereto; PROVIDED that (A) no Base Rate Loan may be converted into a LIBO Rate Loan at any time during the Loan to be continued or converted; provided that first two days after the Closing Date and (B) no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, LIBO Rate Loan when any Default or Event of Default or Default has occurred and is continuing.
(1b) In order to elect to convert or continue a Loan under this Section 2.10, the Borrower shall deliver an irrevocable notice thereof (a "Notice of Conversion or Continuation") to the Agent no later than 10:00 A.M., New York City time, (i) at least three (3) Business Days in advance of the proposed conversion date in the case of a conversion to a Base Rate Loan and (ii) at least three (3) Business Days in advance of the proposed conversion or continuation date in the case of a conversion to, or a continuation of, a LIBO Rate Loan. A Notice of Conver- sion or Continuation shall specify (w) the proposed conversion/requested conversion or continuation date (which shall be a Business Day); , (2x) the amount of and the Loan to be converted/converted or continued;
, (3y) the nature of the proposed conversion/continuation; whether a conversion or continuation is requested, and (4z) in the case of a conversion to, or a continuation of, a LIBOR LIBO Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Promptly after receipt of a Notice of Conversion/Conversion or Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic noticeSection 2.10(b), Borrower the Agent shall have effected such conversion or continuation, as the case may be, hereunderprovide each Bank notice thereof.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans Against Imports equal to $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess of that amount (or such amount of Loans Against Imports of the type converted as is then outstanding) from Base Rate Loans Against Imports bearing interest at a rate determined by reference to LIBOR one basis to Loans Against Imports bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (San Francisco time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans Against Imports in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Cyrk Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR Rate Loan; PROVIDED, HOWEVER, that a LIBOR Rate Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto; and PROVIDED, FURTHER that no Loan may be made as or converted into a Base Rate Loan during the period from December 24 of any year to and including January 7 of the immediately succeeding year for the purpose of investing in securities bearing interest at a rate determined by reference to any other basis for the purpose of arbitrage or speculation. Company shall deliver a Notice of Conversion/Continuation to Agent no later than 10:00 A.M. (bNew York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. (i) Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (a) to (1) convert at any time all or any part of its outstanding Term Loans equal or Revolving Loans from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis, in each case in the minimum amount of $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans or 1,000,000 and (2b) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to in the minimum amount of $500,000 2,500,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto.
(ii) Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 AM (New York City time) at least three Business Days in advance of the proposed conversion/continuation date of any Loan. With respect to any LIBOR Loan, (a) if Borrower fails to deliver a Notice of Conversion/Continuation as described above, Borrower shall be deemed to have elected to continue such LIBOR Loan as a LIBOR Loan with an interest period of one month on the last day of the then-expiring Interest Period; provided that if such continuation is not permitted under the terms of this Agreement, then clause (b) of this subsection 2.2D(ii) shall apply, or (b) if any proposed conversion/continuation under this subsection 2.2D is not permitted hereunder, Borrower shall be deemed to have elected to convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the then-expiring Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuingPeriod.
(1iii) A Notice of Conversion/Continuation shall specify (a) the proposed conversion/continuation date (which shall be a Business Day); , (2b) the amount and Type of the Loan to be converted/continued;
, (3c) the nature of the proposed conversion/continuation; , (4d) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5e) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); 2.2D, provided that such notice Administrative Agent shall be promptly confirmed in writing by delivery of receive a Notice of Conversion/Continuation to Agent confirm such telephonic notice no later than 2:00 P.M. (New York City time) on the day on which such telephonic notice is given. Upon receipt of written or before the telephonic notice of any proposed conversion/continuation date. under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or electronic mail (or by telephone promptly confirmed by telefacsimile or electronic mail) to each Lender.
(iv) Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer Officer or other person Person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder.
(v) Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a notice of a proposed conversion to, or continuation of, a LIBOR Loan (whether by delivery of a Notice of Conversion/Continuation or telephonic notice) shall be irrevocable once Administrative Agent receives such notice, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the other provisions of subsection 2.2
(A) Borrower this Agreement, including, without limitation, satisfying the conditions set forth in Section 3, Borrowing Agent shall have the option to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable to a LIBOR LoanLoans, to (a) continue all or any portion of such the LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan Loans or (b) convert all or any portion of such the LIBOR Loan Loans to a Base Rate LoanLoans. The succeeding Interest Period(s) of such the continued or converted Loan Loans shall commence on the last day of the Interest Period of the Loan Loans to be continued or converted; provided that no outstanding Loan the Loans may not be continued as, or be converted into, a LIBOR LoanLoans, when any Event of Default or Default has occurred and is continuing. Any such conversion or continuation of the Term Loans shall be of the entire outstanding principal amount under all Term Loans so that at all times either (i) all Term Loans are LIBOR Loans or (ii) all Term Loans are Base Rate Loans.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(32) the nature of the proposed conversion/continuation; (43) in the case of conversion to, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (54) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation; and (5) that all conditions to make Loans as set forth in Section 3 have been satisfied. In lieu of delivering the a Notice of ConversionBorrowing with respect to any such conversion/Continuationcontinuation, Borrower Borrowing Agent may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E2.2(D) (in such telephonic notice Borrowing Agent shall certify to the items set forth above with respect to the Notice of Borrowing); provided that such telephonic notice shall be promptly confirmed in writing by delivery of a Notice of ConversionBorrowing (in form and substance described herein) with respect to such conversion/Continuation continuation to Agent on or before the proposed conversion/continuation date. Once given, Borrowers shall be bound by such telephonic notice. Upon the expiration of an Interest Period for LIBOR Loans, in the absence of a new Notice of Borrowing or a telephonic notice submitted to Agent not less than three (3) Business Days prior to the end of such Interest Period, all LIBOR Loans shall be automatically converted to Base Rate Loans. Neither Agent nor any Lender shall incur any liability to any Borrower or any other Loan Party in acting upon any telephonic notice or a Notice of Borrowing referred to above that Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act on behalf of Borrower Borrowers or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder2.2(D).
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of outstanding its out standing Tranche A Term Loans, Tranche B Term Loans or Revolving Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan or may only be -------- ------- converted into a Base Rate Loan on the expiration date of an Interest Period applicable to such Eurodollar Rate Loan. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bChicago time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/ Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice -------- shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Price Communications Wireless Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; PROVIDED, HOWEVER, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto unless Company pays on such conversion date all amounts owing to Lenders under subsection 2.6D ; PROVIDED, FURTHER that, until the earlier of the seventh day after the Closing Date and the date specified by Administrative Agent to Company on which the primary syndication of the Commitments and the Loan has been completed, no Base Rate Loans may be converted into LIBOR Loans. Company shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall notify each Lender of any Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 2.6, the Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 250,000 and integral multiples of $100,000 50,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis (provided that any Loan being converted to a LIBOR Loans Loan shall be in a minimum amount of $250,000 and integral multiples of $50,000 in excess of such amounts) or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 250,000 and integral multiplies multiples of $100,000 50,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration of an Interest Period applicable thereto. The Borrower shall deliver a Notice of Conversion/Continuation to the Administrative Agent no later than 12:00 Noon (New York time) at least one (1) Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s), and at least four (4) Business Days in advance of such continued a proposed conversion/continuation date (in the case of a conversion to or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted intoa continuation of, a LIBOR Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify: (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, the Borrower may give the Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)Section; provided provided, that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to the Administrative Agent on or before the proposed conversion/continuation date. Neither the Administrative Agent nor any Lender shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of the Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon Section. Upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder.
Appears in 1 contract
Sources: Loan Agreement (Nextcard Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, the Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 3,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 3,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Eurodollar Rate Loan. A Eurodollar Rate Loan or converted into a Base Rate Loan on any day other than the last day of an Interest Period applicable thereto shall be subject to breakage fees in accordance with Section 2.6D. The Company shall deliver a Notice of Conversion/Continuation to the Agent no later than 12:00 noon (bNew York time) convert all or any portion on the proposed conversion date (in the case of such LIBOR Loan a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation datecontinuing. Neither the Agent nor any Lender shall incur any liability to Borrower the Company in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower the Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversionconversion or continuation of the applicable basis for determining the interest rate with respect to any Revolving Loans in Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation by Lenders of, a Eurodollar Rate Loan shall be irrevocable on and after the related Interest Rate Determination Date, and the Company shall be bound to effect a conversion or continuation in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Sources: Revolving Credit Agreement (America West Holdings Corp)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, the Company shall have the option (i) to (1) convert at any time all or any part (but not less than all) of the outstanding Loans equal from Loans bearing interest at a rate determined by reference to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate one basis to Loans bearing interest at a rate determined by reference to LIBOR Loans an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion (but not less than all) of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount the Loans as a LIBOR Eurodollar Rate Loan. A Eurodollar Rate Loan or converted into a Base Rate Loan on any day other than the last day of an Interest Period applicable thereto shall be subject to breakage fees in accordance with Section 2.6D. The Company shall deliver a Notice of Conversion/Continuation to the Agent no later than 12:00 noon (bNew York time) convert all or any portion on the proposed conversion date (in the case of such LIBOR Loan a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , and (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; and (5) that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation datecontinuing. Neither the Agent nor any Lender shall incur any liability to Borrower the Company in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower the Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any telephonic notice, Borrower such notice the Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan shall be irrevocable on and after the related Interest Rate Determination Date, and the Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 2.6 hereof, the Borrower shall have the option (i) to (1) convert at any time all or any part of outstanding Revolving Loans equal from Revolving Loans bearing interest at a rate determined by reference to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate one basis to Revolving Loans bearing interest at a rate determined by reference to LIBOR Loans an alternative basis, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Rate Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The , and the succeeding Interest Period(s) of such continued or converted LIBOR Rate Loan shall commence on the last day most recent Interest Payment Date thereof; provided however, that a LIBOR Rate Loan may only be converted into a Revolving Loan bearing interest determined by reference to an alternative basis on the expiration date of the an Interest Period applicable thereto. The Borrower shall deliver a Notice of Conversion/Continuation to the Loan to be continued or converted; provided that Agent no outstanding Loan may be continued aslater than 1:00 P.M. Louisville, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
Kentucky time at least one (1) Business Day in advance of the proposed conversion/continuation date (which shall be in the case of a Business Day); (2) the amount of the conversion to a Base Rate Loan to be converted/continued;
and at least three (3) the nature Business Days in advance of the proposed conversion/continuation; (4) continuation date in the case of a conversion to, or a continuation of, a LIBOR Rate Loan. A Notice of Conversion/Continuation shall specify (i) the proposed conversion/continuation date, which must be a Business Day, (ii) the amount of the Revolving Loan to be converted/continued, (iii) the nature of the proposed conversion/continuation, (iv) in the case of a conversion to, or continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, the Borrower may give the Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)Section 2.2D; provided that provided, such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to the Agent on or before the proposed conversion/continuation date. Neither the Agent nor any Lender Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer Authorized Officer or other person Person authorized to act on behalf of the Borrower or for otherwise acting in good faith under this subsection 2.2(E) and Section 2.2D and, upon conversion/the conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Revolving Loans in accordance with this Loan Agreement pursuant to any such telephonic notice, the Borrower shall have effected such a conversion or continuation, as the case may be, hereunderof the interest rate applicable to the particular Revolving Loan. Except as otherwise provided in Sections 2.6B, 2.6C and 2.6G hereof, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or a telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date and the Borrower shall be bound to effect the conversion or continuation of the interest rate applicable to the particular Revolving Loan in accordance with such Notice of Conversion/Continuation.
Appears in 1 contract
Sources: Loan Agreement (Regal Cinemas Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (bNew York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date; provided further that failure to give such written notice shall not affect the validity of such telephonic notice. Administrative Agent shall promptly notify the Lenders of each Notice of Conversion/Continuation and the contents thereof. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or ; provided, however, that a LIBOR Rate Loan may only be converted Loan shall commence on the last day expiration date of the an Interest Period of the Loan to be continued or convertedapplicable thereto; provided and provided, further that no outstanding Loan may be continued asmade as or converted into a Index Rate Loan during the period from December 24 of any year to and including January 7 of the immediately succeeding year for the purpose of investing in securities bearing interest at a rate determined by reference to any other basis for the purpose of arbitrage or speculation. Borrower shall deliver a Notice of Conversion/Continuation to Managing Agent no later than 3:00 P.M. (New York time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Index Rate Loan), and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above- described Notice of Conversion/Continuation, Borrower may give Managing Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Managing Agent on or before the proposed conversion/continuation date. Promptly upon receipt by Managing Agent of any Notice of Conversion/Continuation pursuant to this subsection 2.2D (or telephonic notice in lieu thereof), Managing Agent shall notify each Lender of the proposed conversion or continuation. Neither Managing Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Managing Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Hartmarx Corp/De)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto unless Company pays on such conversion date all amounts owing to Lenders under subsection 2.6D; provided, further that, until the earlier of the seventh day after the Closing Date and the date specified by Administrative Agent to Company on which the primary syndication of the Commitments and the Loan has been completed, no Base Rate Loans may be converted into LIBOR Loans. Company shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent not later than 12:00 Noon (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall notify each Lender of any Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Conversion or Continuation. Subject to this Section 2.4.3. and Sections 2.4.2. and 2.11., the provisions of subsection 2.2
(A) Borrower shall have the option to (1a) convert at any time time, to convert all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable to a LIBOR LoanRate Loans, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period applicable thereto, to (i) convert all or any part of its outstanding LIBOR Rate Loans to Base Rate Loans, (ii) to continue all or any part of its LIBOR Rate Loans as Loans of the Loan same Type, or (iii) to be continued convert all or convertedany part of its outstanding LIBOR Rate Loans to LIBOR Rate Loans of another Type; provided that no outstanding Loan may be continued asthat, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of clause (a), (b) (ii) or (b)(iii), there does not exist a Default or an Event of Default at such time. If a Default or an Event of Default shall exist upon the expiration of the Interest Period applicable to any LIBOR Rate Loan, such Loan automatically shall be converted into a Base Rate Loan. If the Borrower elects to convert or continue a Loan under this Section 2.4.3., it shall deliver to the Agent a Notice of Continuation/Conversion substantially in the form of Exhibit E-3, duly completed and executed by a Responsible Officer (a "Notice of Continuation/Conversion"), (a) not later than 11:00 a.m. (California time) at least three LIBOR Business Days before the proposed conversion toor continuation date, if the Borrower proposes to convert into, or a continuation ofto continue, a LIBOR Rate Loan, the requested Interest Period; and (5b) that no Default or Event of Default has occurred and is continuing or would result from otherwise not later than 11:00 a.m. (California time) on the Business Day next preceding the proposed conversion/continuationconversion or continuation date. In lieu of delivering the a Notice of Continuation/Conversion/Continuation, Borrower the Borrower, through a Responsible Officer, may give the Agent telephonic notice by the required time of any proposed conversioncontinuation or conversion by the time a Notice of Continuation/continuation under this subsection 2.2(E)Conversion would be required to be delivered and containing all information required therefor; provided provided, however, that such notice shall be promptly confirmed in writing by delivery of a Notice of ConversionContinuation/Continuation Conversion to the Agent on or before the proposed conversion/continuation or conversion date. Neither Agent nor any The Lender Parties shall incur any no liability to the Borrower or the other Lender Parties in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Responsible Officer or for otherwise acting in good faith under this subsection 2.2(ESection 2.4.3. and in converting or continuing any Loan (or a part thereof) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, . Any Notice of Conversion/Continuation (or telephonic notice in lieu thereof) shall be irrevocable and the Borrower shall have effected such be bound to convert or continue in accordance therewith. If any request for the conversion or continuationcontinuation of a Loan is not made in accordance with this Section 2.4.3., or if no notice is so given with respect to a LIBOR Rate Loan as to which the case may beInterest Period expires, hereunderthen such Loan automatically shall be converted into a Base Rate Loan.
Appears in 1 contract
Sources: Senior Secured Credit Agreement (Cotelligent Group Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan) and the Administrative Agent shall promptly after receipt of such continued or converted Loan Notice of Conversion/Continuation notify the relevant Lenders thereof. A Notice of Conversion/Continuation shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be convertedcon- verted/continued;
, (3iii) the nature of the proposed conversionconver- sion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversionconver- sion/continuation date. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Borrowers shall have the option (i) to (1) convert at any time all or any part of their outstanding Term Loans or Revolving Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 10,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto unless Borrowers pay on such conversion date all amounts owing to Lenders under subsection 2.6D; provided further that, until the earlier of the ninetieth day after the Closing Date and the date specified by Agent to Borrowers on which the primary syndication of the Loans has been completed, no Base Rate Loans may be converted into Eurodollar Rate Loans other than Eurodollar Rate Loans with the same 30-day Interest Period. Borrowers shall deliver a Notice of Conversion/Continuation to Agent no later than 11:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Borrowers may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender of the Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Rate Loan; PROVIDED, HOWEVER, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (bNew York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date; PROVIDED FURTHER that failure to give such written notice shall not affect the validity of such telephonic notice. Administrative Agent shall promptly notify the Lenders of each Notice of Conversion/Continuation and the contents thereof. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Delayed Draw Term Loans or Revolving Loans equal to One Hundred Thousand Dollars ($500,000 100,000) and integral multiples of One Hundred Thousand Dollars ($100,000 100,000) in excess of that amount from Base Rate Loans to LIBOR (or all such outstanding Delayed Draw Term Loans or Revolving Loans) from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to One Hundred Thousand Dollars ($500,000 100,000) and integral multiplies multiples of One Hundred Thousand Dollars ($100,000 100,000) in excess of that amount (or all such outstanding Delayed Draw Term Loans or Revolving Loans) as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto unless Borrower pays all fees due pursuant to subsection 2.6D. Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York, New York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three (3) Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by facsimile or telephone to each Lender of the Loan subject to the Notice of Conversion/Continuation. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer Officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date; provided that Borrower may revoke such Notice of Conversion/Continuation if Borrower pays all fees required by subsection 2.6D. If a LIBOR Rate Loan is neither repaid or continued on the last day of the Interest Period applicable thereto nor converted into another type of Loan on such date pursuant to and in accordance with this Agreement, including this subsection 2.2D, or if Administrative Agent has not received a Notice of Conversion/Continuation for such LIBOR Loan at least three (3) Business Days prior to the last day of the then current Interest Period, then the outstanding LIBOR Loan shall be deemed to be converted, on the last day of the then current Interest Period, into a Base Rate Loan and thereafter shall bear interest as such.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the -------------------------- provisions of subsection 2.2
(A) Section 2.07, on any Payment Date or Interest Payment Date, as ------------ applicable, each Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans, from Base Rate Loans to LIBOR Loans; (ii) to convert any of its outstanding Loans or from LIBOR Loans to Base Rate Loans; and (2iii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount Loans as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedLoans; provided provided, however, that no -------- ------- outstanding Loan Loans may be continued as, or be converted into, a or continued as, LIBOR Loan, Loans when any Default or Event of Default or Default has occurred and is continuing.
(b) Whenever a Borrower elects to convert or continue Loans under this Section 2.06, such Borrower shall deliver to the Administrative Agent a ------------ written notice substantially in the form of that attached hereto as Exhibit H-2 ----------- (a "Notice of Conversion/ Continuation"), signed by an authorized officer of such Borrower (i) no later than 10:00 a.m. (New York time) three (3) Business Days in advance of the requested conversion date, in the case of a conversion into Base Rate Loans, and (ii) no later than 10:00 a.m (New York time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or continuation of, LIBOR Loans. The Notice of Conversion/Continuation shall specify (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Promptly after receipt of a Notice of Conversion/Continuation pursuant to this Section 2.06(b), the Administrative --------------- Agent on or before shall notify the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given Lenders by a duly authorized officer telecopy, telephone or other person authorized to act on behalf similar form of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic noticetransmission, Borrower shall have effected such of the requested conversion or continuation. In the event that a Borrower should fail to provide a Notice of Conversion/Continuation with respect to any LIBOR Loans as provided above, as such Loans shall, on the case may belast day of the Interest Period with respect to such Loans, hereunderconvert to Base Rate Loans.
(c) Any Notice of Conversion/Continuation for conversion to, or continuation of, Loans made pursuant to this Section 2.06 shall be irrevocable ------------ and the applicable Borrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) from and after the earlier to occur of (1a) the date which is 90 days after the Closing Date and (b) the date on which Agent notifies Company that the primary syndication of the Commitments and the Loans has been completed, to convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans Eurodollar Rate Loans, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan Eurodollar Rate Loan; or (biii) subject to the payment of all amounts due under subsection 2.6D, to convert all or a Eurodollar Rate Loan into a Base Rate Loan at any portion time. The Company shall deliver a Notice of such LIBOR Loan Conversion/ Continuation to Agent no later than 1:00 P.M. (New York time) of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event . A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above- described Notice of Conversion/Continuation, Borrower the Company may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder.duly
Appears in 1 contract
Sources: Credit Agreement (FWT Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans, Synthetic Letter of Credit Loans or Revolving Loans equal to the Dollar Equivalent of $2,500,000 and multiples of the Dollar Equivalent of $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan or a BA Loan, to (a) continue all or any portion of such LIBOR Loan equal to the Dollar Equivalent of $2,500,000 and multiples of the Dollar Equivalent of $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Rate Loan or a BA Loan; provided, however, that a LIBOR Rate Loan may only be converted into a Base Rate Loan and a BA Loan may only be converted into a Canadian Prime Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan or a Canadian Prime Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan or a BA Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall promptly notify each applicable Lender of the Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Sources: Amendment Agreement (Brand Energy & Infrastructure Services, Inc)
Conversion or Continuation. Subject to the other provisions of subsection this Agreement, including, without limitation, satisfying the conditions set forth in Section 2.2
(A) Borrower , Borrowers shall have the option to (1i) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples 53 of $100,000 in excess of that amount from Base Rate Loans to LIBOR SOFR Loans or (2ii) upon the expiration of any Interest Period applicable to a LIBOR SOFR Loan, to (aA) continue all or any portion of such LIBOR SOFR Loan equal to $500,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR SOFR Loan or (bB) convert all or any portion of such LIBOR SOFR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR SOFR Loan, when any Event of Default or Default has occurred and is continuing.
. The Borrowing Agent shall deliver a Continuation/Conversion Notice with respect to any such conversion/continuation to Agent no later than 2:00 p.m. (1New York City time) at least three (3) Business Days in advance of the proposed conversion/continuation date. The Continuation/Conversion Notice with respect to such conversion/continuation shall certify: (i) the proposed conversion/continuation date (which shall be a Business Day); (2ii) the amount of the Loan to be converted/continued;
; (3iii) the nature of the proposed conversion/continuation; (4iv) in the case of conversion to, or a continuation of, a LIBOR SOFR Loan, the requested Interest Period; and (5v) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation; and (vi) that all conditions to make Loans as set forth in Section 3.2 have been satisfied. In lieu of delivering a Continuation/Conversion Notice with respect to any such conversion or continuation, the Notice of Conversion/Continuation, Borrower Borrowing Agent may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(ESection 3.2(d) (in such telephonic notice the Borrowing Agent shall certify to the items set forth above with respect to the Continuation/Conversion Notice); provided that such telephonic notice shall be promptly confirmed in writing by delivery of a Continuation/Conversion Notice of Conversion(in form and substance described herein) with respect to such conversion/Continuation continuation to Agent on or before the proposed conversion/continuation date. Once given, the Borrowing Agent shall be bound by such telephonic notice. Upon the expiration of an Interest Period for a SOFR Loan, in the absence of a new Continuation/Conversion Notice or a telephonic notice submitted to Agent not less than three (3) Business Days prior to the end of such Interest Period, the applicable SOFR Loan shall be automatically converted to a Base Rate Loan. Neither Agent nor any Lender shall incur any liability to any Borrower or any other Loan Party in acting upon any telephonic notice or a Continuation/Conversion Notice referred to above that Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act on behalf of any Borrower or for otherwise acting in good faith under this subsection 2.2(ESection 2.2(d). This Section 2.2(d) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant shall not apply to any telephonic noticeSwingline Loans, Borrower shall have effected such conversion which may not be converted or continuation, as the case may be, hereundercontinued.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
2.6, (Ai) Borrower shall have the option to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans or bearing interest at a rate determined by reference to an alternative basis and (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, Borrower shall have the option to (a) continue as a LIBOR Loan all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount amount; provided, however, that if, upon the expiration of any Interest Period applicable to any LIBOR Loan, Borrower shall have failed to give a Notice of Conversion/Continuation with respect to such LIBOR Loan in accordance with this subsection 2.2D, Borrower shall be deemed to have given a timely Notice of Conversion/Continuation electing to continue such LIBOR Loan as a LIBOR Loan or with an Interest Period of one month. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 11:00 A.M. (bNew York, New York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and Type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6F, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (ii) to continue all or any portion of a Eurodollar Rate Loan as a Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan may only be so converted or continued on the expiration date of the Interest Period applicable thereto and in amounts equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans amount. Company shall deliver a Notice of Conversion/Continuation to LIBOR Loans or Agent no later than 11:00 A.M. (2Dallas, Texas time) upon on the expiration proposed conversion date (in the case of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(Ai) Each Borrower shall have the option (A) to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans LIBO Rate Loans; or (2B) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion part of such LIBOR Loan equal to $500,000 outstanding LIBO Rate Loans, in accordance with the terms of Section 4.01(a), having LIBO Rate Interest Periods which expire on the same date as LIBO Rate Loans, and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base the succeeding LIBO Rate Loan. The succeeding Interest Period(s) Period of such continued or converted Loan Loans shall commence on the last day such expiration date; provided, however, (I) no portion of the Interest Period of the Loan to be continued or converted; provided that no any outstanding Loan may be continued asas (and shall be immediately converted into a Base Rate Loan), or be converted into, a LIBOR LoanLIBO Rate Loan (x) if the continuation of, when or the conversion into, would violate any of the provisions of Section 4.02 or (y) if an Event of Default or a Potential Event of Default would occur or has occurred and is continuingcontinuing and (II) if the option set forth in clause (B) of this Section is not exercised, in accordance with the terms of Section 4.01(c)(ii), in respect of a LIBO Rate Loan, such LIBO Rate Loan shall convert automatically into a Base Rate Loan on the final date of the applicable LIBO Rate Interest Period.
(1ii) To convert or continue a Loan under Section 4.01(c)(i), each Borrower shall deliver a Notice of Conversion/Continuation to the Funding Agent no later than 11:00 a.m. (New York time) at least three (3) Business Days in advance of the proposed conversion/continuation date. A Notice of Conversion/Continuation shall specify (A) the identity of the Borrower delivering such notice, (B) the proposed conversion/continuation date (which shall be a Business Day); , (2C) the principal amount of the Loan to be converted/continued;
, (3D) the nature of the proposed conversion/continuation; whether such Loan shall be converted and/or continued, and (4E) in the case of a conversion to, or a continuation of, a LIBOR LIBO Rate Loan, the requested LIBO Rate Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the a Notice of Conversion/Continuation, such Borrower may give the Funding Agent telephonic notice by the required time of any proposed conversion/continuation by the time required under this subsection 2.2(ESection 4.01(c)(ii); provided that , and such notice shall be promptly confirmed in writing by delivery delivered to the Funding Agent promptly (but in no event later than 5:00 p.m. (New York time) on the same day). Promptly after receipt of a Notice of Conversion/Continuation to under this Section 4.01(c)(ii) (or telephonic notice in lieu thereof), the Funding Agent on shall notify each Lender by telex or before telecopy, or other similar form of transmission, of the proposed conversion/continuation. Any Notice of Conversion/Continuation for conversion to, or continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any of, a Loan (or telephonic notice referred in lieu thereof) shall be irrevocable, and such Borrower shall be bound to above that Agent believes in good faith to have been given by a duly authorized officer convert or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower Section 2.6, the Borrowers shall have the option (i) to (1) convert at any time all or any part of their outstanding Loans equal to $500,000 the Borrowing Minimum and integral multiples of $100,000 the Borrowing Multiple in excess of that amount from Base Daily Rate Loans to LIBOR Fixed Rate Loans in the same currency (or vice versa) or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Fixed Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 the Borrowing Minimum and integral multiplies multiples of $100,000 the Borrowing Multiple in excess of that amount as a LIBOR Fixed Rate Loan or in the same currency for another permissible Interest Period. The Borrowers shall deliver a Notice of Conversion/Continuation to the Administrative Agent not later than 1:00 p.m. (bNew York time) convert all or any portion on the proposed conversion date (in the case of such LIBOR Loan a conversion to a Base Daily Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day ), and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Fixed Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount amount, Type and Class of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Fixed Rate Loan, the requested Interest Period; Period and (5v) in the case of a conversion to, or a continuation of, a Fixed Rate Loan, that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower the Borrowers may give the Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)Section 2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to the Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon Each conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Tranche A Term Loans or Tranche B Term Loans equal to or in excess of $5,000,000 or all or any part of its outstanding Revolving Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan that is a Tranche A Term Loan or Tranche B Term Loan, to (a) continue all or any portion of such LIBOR Loan equal to or in excess of $5,000,000 as a Eurodollar Rate Loan or upon the expiration of any Interest Period applicable to a Eurodollar Rate Loan that is a Revolving Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 2:00 P.M. (bNew York City time) convert all or any portion at least (i) one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) or (ii) three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall promptly notify each Lender of the Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Sources: Credit Agreement (Urs Corp /New/)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.8 and the limitation on the number of Interest Periods contained in subsection 2.2(B)(8), Borrower shall have the option to (1) convert at any time all or any part of outstanding Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis, or (2) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Rate Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The and the succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedcontinued; provided that LIBOR Rate Loans may only be converted into Loans bearing interest determined by reference to an alternative basis on the expiration date of an Interest Period applicable thereto; and provided, further, that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Rate Loan when any Event of Default or Default has occurred and is continuing.
; and provided, further, that no Loan may be converted into a LIBOR Rate Loan until ten (110) days after the First Amendment Date. Borrower shall deliver a fully and properly completed Notice of Conversion/Continuation to Lender no later than 11:00 A.M. (Los Angeles time) at least three (3) Business Days in advance of the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationdate. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Agent Lender telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent Lender on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall not incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent Lender believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E). Except as provided in subsection 2.8(D), a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable once given, Borrower shall be bound to convert or continue in accordance therewith and upon conversion/continuation by Lenders Lender shall have no liability for acting in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderBorrower's instructions contained therein.
Appears in 1 contract
Sources: Loan and Security Agreement (Advanced Logic Research Inc)
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Section 2.07, on any Payment Date or ------------ Interest Payment Date, as applicable, each Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans, from Base Rate Loans to LIBOR Loans; (ii) to convert any of its outstanding Loans or from LIBOR Loans to Base Rate Loans; and (2iii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount Loans as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedLoans; provided provided, -------- however, that no outstanding Loan Loans may be continued as, or be converted into, a or continued as, LIBOR Loan, ------- Loans when any Default or Event of Default or Default has occurred and is continuing. Any conversion or continuation made with respect to less than the entire outstanding balance of a Borrower's Revolving Loans or Term Loans must be applied pro rata to such Borrower's Revolving Loans or Term Loans, as applicable, according to the outstanding principal balance of such Revolving Loans or Term Loans.
(b) Whenever a Borrower elects to convert or continue Loans under this Section 2.06, such Borrower shall deliver to the Administrative Agent a ------------ written notice substantially in the form of that attached hereto as Exhibit H-2 ----------- (a "Notice of Conversion/ Continuation"), signed by an authorized officer of such Borrower (i) no later than 10:00 a.m. (New York time) three (3) Business Days in advance of the requested conversion date, in the case of a conversion into Base Rate Loans, and (ii) no later than 10:00 a.m. (New York time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or continuation of, LIBOR Loans. The Notice of Conversion/Continuation shall specify (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Promptly after receipt of a Notice of Conversion/Continuation pursuant to this Section 2.06(b), the Administrative --------------- Agent on shall notify the Revolving Lenders or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given Term Lenders, as applicable, by a duly authorized officer telecopy, telephone or other person authorized to act on behalf similar form of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic noticetransmission, Borrower shall have effected such of the requested conversion or continuation. In the event that a Borrower should fail to provide a Notice of Conversion/Continuation with respect to any LIBOR Loans as provided above, as such Loans shall, on the case may belast day of the Interest Period with respect to such Loans, hereunderconvert to Base Rate Loans.
(c) Any Notice of Conversion/Continuation for conversion to, or continuation of, Loans made pursuant to this Section 2.06 shall be irrevocable ------------ and the applicable Borrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 3 million and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR LIBO Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 3 million and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR LIBO Rate Loan; PROVIDED, HOWEVER, that (i) a LIBO Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR LIBO Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR LIBO Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBO Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Conversion/ Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBO Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Autotote Corp)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Tranche A Term Loans, Tranche B Term Loans or Revolving Loans (with the exception of any Swing Line Loans) equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business \Business Day); , (2ii) the amount and type of the Loan to be converted/converted/ continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no 48 Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/conversion/ continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(Ai) The Borrower shall have the option (A) to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans LIBO Rate Loans; or (2B) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion part of such LIBOR Loan equal to $500,000 outstanding LIBO Rate Loans, in accordance with the terms of Section 4.01(a), having LIBO Rate Interest Periods which expire on the same date as LIBO Rate Loans, and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base the succeeding LIBO Rate Loan. The succeeding Interest Period(s) Period of such continued or converted Loan Loans shall commence on the last day such expiration date; provided, however, that (I) no portion of the Interest Period of the Loan to be continued or converted; provided that no any outstanding Loan may be continued asas (and shall be immediately converted into a Base Rate Loan), or be converted into, a LIBOR Loan, when LIBO Rate Loan if (x) such continuation or conversion would violate any of the provisions of Section 4.02 or (y) an Event of Default or a Potential Event of Default would occur or has occurred and is continuingcontinuing and (II) if the option set forth in clause (B) of this Section is not exercised, in accordance with the terms of Section 4.01(c)(ii), in respect of a LIBO Rate Loan, such LIBO Rate Loan shall convert automatically into a Base Rate Loan on the final date of the applicable LIBO Rate Interest Period.
(1ii) To convert or continue a Loan under Section 4.01(c)(i), the Borrower shall deliver a Notice of Conversion/Continuation to the Funding Agent no later than 11:00 a.m. (New York time) at least three (3) Business Days in advance of the proposed conversion/continuation date. A Notice of Conversion/Continuation shall specify (A) the proposed conversion or continuation date (which shall be a Business Day); , (2B) the principal amount of the Loan to be converted/converted or continued;
, (3C) the nature of the proposed conversion/continuation; whether such Loan shall be converted and/or continued and (4D) in the case of a conversion to, or a continuation of, a LIBOR LIBO Rate Loan, the requested LIBO Rate Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the a Notice of Conversion/Continuation, the Borrower may give the Funding Agent telephonic notice by the required time of any proposed conversion/conversion or continuation by the time required under this subsection 2.2(ESection 4.01(c)(ii); provided that , and such notice shall be promptly confirmed in writing by delivery delivered to the Funding Agent promptly (but in no event later than 5:00 p.m. (New York time) on the same day). Promptly after receipt of a Notice of Conversion/Continuation to under this Section 4.01(c)(ii) (or telephonic notice in lieu thereof), the Funding Agent on shall notify each Lender by telex or before telecopy, or other similar form of transmission, of the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation. Any Notice of Conversion/Continuation for conversion to, as or continuation of, a Loan (or telephonic notice in lieu thereof) shall be irrevocable, and the case may be, hereunderBorrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A2.2(D) this subsection 2.2(C) and subsection 2.2(B)(8), Borrower shall have the option to (1i) convert at any time all or any part of any outstanding Loans equal to or greater than $500,000 and integral multiples of $100,000 in excess of that amount 1,000,000 from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to or greater than $500,000 and integral multiplies of $100,000 in excess of that amount 1,000,000 as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The and the succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedcontinued; provided provided, that LIBOR Loans may only be converted into Loans bearing interest determined by reference to an alternative basis on the expiration date of an Interest Period applicable thereto; and PROVIDED, FURTHER, that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Loan when any Default or Event of Default or Default has occurred and is continuing.
; and PROVIDED, FURTHER, that no Loan may be converted to a LIBOR Loan until ten (10) days after the Closing Date. Borrower shall deliver a Notice of Conversion/Continuation to Agent no later than 11:00 A.M. (Chicago, Illinois time) at least three (3) Business Days in advance of the proposed conversion/continuation date in the case of the conversion of any Base Rate Loans into LIBOR Loans or the continuation of any LIBOR Loans. A Notice of Conversion/Continuation shall certify: (1) the proposed conversion/continuation date (which shall be a Business Day); , (2) the amount of the Loan to be converted/continued;
, (3) the nature of the proposed conversion/continuation; , (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E2.2(C); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E2.2(C). Except as provided in subsection 2.2(D)(4), a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable once given, and upon conversion/continuation by Lenders Borrower shall be bound to convert or continue in accordance therewith and Agent shall have no liability for acting in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderBorrower's instructions contained therein.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) The Borrower shall have the option (A) to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Rate Loans; (B) to convert all or any part of outstanding LIBOR Rate Loans having LIBOR Interest Periods which expire on the same date to Base Rate Loans on such expiration date; or (2C) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion part of such outstanding LIBOR Loan equal to $500,000 Rate Loans having LIBOR Interest Periods which expire on the same date as LIBOR Rate Loans, and integral multiplies of $100,000 in excess of that amount as a the succeeding LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) Period of such continued or converted Loan Loans, shall commence on the last day of the Interest Period of the Loan to be continued or convertedsuch expiration date; provided that provided, however, no such outstanding Loan may be continued as, or be converted into, a LIBOR LoanRate Loan (i) if the continuation of, when or the conversion into, would violate any of the provisions of Section 4.2 or (ii) if an Event of Default or Potential Event of Default has occurred and is continuing. Any conversion into or continuation of LIBOR Rate Loans under this Section 4.1(c) shall be in a minimum amount of $1,000,000 and in integral multiples of $1,000,000 in excess of that amount, except in the case of a conversion into or a continuation of an entire Borrowing of Non Pro Rata Loans outstanding at any one time.
(1i) To convert or continue a Loan under Section 4.1(c)(i), the Borrower shall deliver a Notice of Conversion/Continuation to the Administrative Agent no later than 11:00 a.m. (Boston time) at least three (3) Business Days in advance of the proposed conversion/continuation date. A Notice of Conversion/ Continuation shall specify (A) the proposed conversion/continuation date (which shall be a Business Day); , (2B) the principal amount of the Loan to be converted/continued;
, (3C) the nature of the proposed conversion/continuation; whether such Loan shall be converted and/or continued, and (4D) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested LIBOR Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering a Notice of Conversion/ Continuation, the Borrower may give the Administrative Agent telephonic notice of any proposed conversion/ continuation by the time required under this Section 4.1(c)(ii), if the Borrower confirms such notice by delivery of the Notice of Conversion/ContinuationContinuation to the Administrative Agent by facsimile transmission promptly, Borrower may give Agent telephonic notice by but in no event later than 12:00 p.m. (Boston time) on the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery same day. Promptly after receipt of a Notice of Conversion/Continuation under this Section 4.1(c)(ii) (or telephonic notice in lieu thereof), the Administrative Agent shall notify each Lender by facsimile transmission, or other similar form of transmission, of the proposed conversion/continuation. Any Notice of Conversion/Continuation for conversion to, or continuation of, a Loan (or telephonic notice in lieu thereof) given pursuant to Agent on this Section 4.1(c)(ii) shall be irrevocable, and the Borrower shall be bound to convert or before continue in accordance therewith. In the event no Notice of Conversion/Continuation is delivered at least three (3) Business Days in advance of the proposed conversion/continuation datedate with respect to outstanding LIBOR Rate Loans, upon the expiration of the LIBOR Interest Period applicable thereto, such Loans shall automatically be converted to Base Rate Loans. Neither If on any day any Loan is outstanding with respect to which notice has not been timely delivered to the Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with the terms of this Agreement pursuant to any telephonic noticespecifying the basis for determining the rate of interest on that day, then the Borrower shall be deemed to have effected submitted a Notice of Conversion/Continuation with respect to the full amount of such conversion or continuation, as the case may be, hereunderLIBOR Loan requesting a Base Rate Loan.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Section 2.07, on any Payment Date or LIBOR Interest Payment Date, as applicable, each Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans, from Base Rate Loans to LIBOR Loans; (ii) to convert any of its outstanding Loans or from LIBOR Loans to Base Rate Loans; and (2iii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount Loans as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedLoans; provided provided, however, that no outstanding Loan Loans may be continued as, or be converted into, a or continued as, LIBOR Loan, Loans when any Default or Event of Default or Default has occurred and is continuing. Any conversion or continuation made with respect to less than the entire outstanding balance of a Borrower’s Revolving Loans or Term Loans must be applied pro rata to such Borrower’s Revolving Loans or Term Loans, as applicable, according to the outstanding principal balance of such Revolving Loans or Term Loans.
(b) Whenever a Borrower elects to convert or continue Loans under this Section 2.06, such Borrower shall deliver to the Administrative Agent a written notice substantially in the form of that attached hereto as Exhibit H-2 (a “Notice of Conversion/ Continuation”), signed by an authorized officer of such Borrower (i) no later than 10:00 a.m. (New York time) three (3) Business Days in advance of the requested conversion date, in the case of a conversion into Base Rate Loans, and (ii) no later than 10:00 a.m. (New York time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or continuation of, LIBOR Loans. The Notice of Conversion/Continuation shall specify (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Promptly after receipt of a Notice of Conversion/Continuation pursuant to this Section 2.06(b), the Administrative Agent on shall notify the Revolving Lenders or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given Term Lenders, as applicable, by a duly authorized officer telecopy, telephone or other person authorized to act on behalf similar form of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic noticetransmission, Borrower shall have effected such of the requested conversion or continuation. In the event that a Borrower should fail to provide a Notice of Conversion/Continuation with respect to any LIBOR Loans as provided above, as such Loans shall, on the case may belast day of the Interest Period with respect to such Loans, hereunderconvert to Base Rate Loans.
(c) Any Notice of Conversion/Continuation for conversion to, or continuation of, Loans made pursuant to this Section 2.06 shall be irrevocable and the applicable Borrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Section 4.4, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 100,000 and integral multiples of $100,000 in excess of that amount (or in such other amount as Agent shall permit as shall be evidenced by the conversion of such Loan by Agent) from Base a Prime Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable Loan to a LIBOR Loan, Rate Loan for a specified Interest Period; (ii) to (a) continue convert all or any portion part of such LIBOR Loan its outstanding Loans equal to $500,000 100,000 and integral multiplies multiples of $100,000 in excess of that amount (or in such other amount as a Agent shall permit as shall be evidenced by the conversion of such Loan by Agent) from LIBOR Loan Rate Loans to Prime Rate Loans on the expiration date of any Interest Period applicable thereto; or (biii) convert upon the expiration of the Interest Period with respect to any LIBOR Rate Loans, to continue all or any portion of such Loans equal to $100,000 and integral multiples of $100,000 in excess of that amount (or in such other amount as Agent shall permit as shall be evidenced by the continuation of such Loan by Agent) as LIBOR Loan to Rate Loans for a Base Rate Loan. The specified Interest Period, and the succeeding Interest Period(s) of such continued or converted Loan Loans shall commence on the last day expiration date of the Interest Period of applicable thereto; provided, however, that, notwithstanding the Loan foregoing, pursuant to be continued or converted; provided that Section 4.4(h), no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Rate Loan when any Event of Default or Unmatured Event of Default has occurred and is continuing.
(1b) In the proposed conversion/continuation date (event Borrower shall elect to convert or continue a Loan under Section 4.3(a), Borrower shall deliver to Agent a written Notice of LIBOR Activity which shall be a Business Day); (2) set forth the amount details of such proposed conversion or continuation, as the Loan to be converted/continued;
case may be, by 10:00 A.M., Chicago time three (3) the nature of the proposed conversion/continuation; (4) in the case of conversion Business Days prior to, or a continuation of, a LIBOR Loan, the requested Interest Period; and but in any event not more than five (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/ContinuationBusiness Days prior to, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Upon conversion or continuation by Agent in accordance with this Agreement pursuant to any Notice of LIBOR Activity, Borrower shall have effected the conversion/continuation of Loans hereunder.
(c) The officers and employees of Borrower authorized to request a Loan on behalf of Borrower are also authorized to request a conversion/continuation on behalf of Borrower. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that which Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(ESection 4.3.
(d) Each Notice of LIBOR Activity shall be irrevocable and upon conversion/continuation by Lenders Borrower shall be bound to convert or continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Sources: Secured Credit Agreement (Gibraltar Packaging Group Inc)
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Section 2.06 hereof, the Borrower shall have the option to (1) to convert at any time all or any part of outstanding Revolving Credit Loans which, in the aggregate, equal to $500,000 and 100,000.00 or an integral multiples multiple of $100,000 1,000.00 in excess of that amount from Base Prime Rate Loans to LIBOR Loans Eurodollar Rate Loans; or (2) to convert all or any part of outstanding Revolving Credit Loans which, in the aggregate, equal $100,000.00 or an integral multiple of $1,000.00 in excess of that amount from Eurodollar Rate Loans to Prime Rate Loans on the expiration date of any Eurodollar Interest Period applicable thereto; or (3) upon the expiration of any Eurodollar Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan Revolving Credit Loans equal to $500,000 and 100,000.00 or an integral multiplies multiple of $100,000 1,000.00 in excess of that amount as a LIBOR Loan or (b) convert all or any portion Eurodollar Rate Loans of such LIBOR Loan to a Base Rate Loan. The the same type, and the succeeding Eurodollar Interest Period(s) Period of such continued or converted Loan Revolving Credit Loans shall commence on the last day expiration date of the Eurodollar Interest Period of the Loan to be continued or convertedapplicable thereto; provided provided, however, that no outstanding Revolving Credit Loan may be continued as, or be converted into, a LIBOR Loan, Eurodollar Rate Loan when any Event of Default or Potential Event of Default has occurred and is continuing.
(b) In the event the Borrower shall elect to convert or continue a Revolving Credit Loan under this Section 2.02(iii), the Borrower shall deliver a Notice of Conversion/Continuation to the Lender no later than 2:00 p.m. (Philadelphia, Pennsylvania time) on the proposed conversion date in the case of a conversion to a Prime Rate Loan, and no later than 2:00 p.m. (Philadelphia, Pennsylvania time) at least two Business Days in advance of the proposed conversion/continuation date in the case of a conversion to or a continuation of a Eurodollar Rate Loan. A Notice of Conversion/Continuation shall specify (1) the proposed conversion/continuation date (which shall be a Business Day); , (2) the amount of the Revolving Credit Loan to be converted/continued;
, (3) the nature of the proposed conversion/continuation; continuation and (4) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Eurodollar Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the above-described Notice of Conversion/Continuation, the Borrower may give Agent the Lender telephonic notice by the required time of any proposed conversion/continuation by the time required under this subsection 2.2(ESection 2.02(iii); provided provided, however, that such notice shall be promptly confirmed in writing by delivery to the Lender promptly (but in no event later than the proposed conversion/continuation date) of a Notice of Conversion/Continuation.
(c) Any Notice of Conversion/Continuation to Agent on for conversion to, or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any of, a Revolving Credit Loan (or telephonic notice referred in lieu thereof) shall be irrevocable and the Borrower shall be bound to above that Agent believes in good faith to have been given by a duly authorized officer convert or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Sources: Revolving Line of Credit Loan Agreement (Diagnostic Retrieval Systems Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding AXELs, Additional Term Loans or Revolving Loans equal to at least $500,000 and integral multiples of $100,000 in excess of that amount 1,000,000 from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to at least $500,000 and integral multiplies of $100,000 in excess of that amount 1,000,000 as a LIBOR Loan or Eurodollar Rate Loan. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; continuation and (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversionconver- sion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B and 2.6C, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Credit Agreement (Rose Hills Co)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Rate Loan; provided, however, that a LIBOR Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 11:00 a.m. (bPacific time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability If Borrower fails to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by deliver a duly authorized officer or other person authorized to act on behalf Notice of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversionConversion/continuation by Lenders in accordance Continuation with this Agreement pursuant respect to any telephonic noticeLIBOR Rate Loan as described above, Borrower shall be deemed to have effected elected to convert such conversion or continuation, as the case may be, hereunderLoan to a LIBOR Rate Loan with an Interest Period of one month. Administrative Agent shall notify each Lender of any Loan subject to a Notice of Conversion/Continuation.
Appears in 1 contract
Sources: Credit Agreement (Thoratec Corp)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Rate Loans in a minimum amount of Five Hundred Thousand Dollars ($500,000), (ii) to convert at any time all or any part of its outstanding LIBOR Rate Loans to Base Rate Loans in a minimum amount of One Hundred Thousand Dollars ($100,000), or (2iii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Rate Loan or in a minimum amount of Five Hundred Thousand Dollars (b$500,000); provided, however, that a LIBOR Rate Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 12:00 Noon (New York time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three (3) Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date; provided further that failure to give such written notice shall not affect the validity of such telephonic notice. Administrative Agent shall promptly notify the Lenders of each Notice of Conversion/Continuation and the contents thereof. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith. If a LIBOR Rate Loan is neither repaid or continued on the last day of the Interest Period applicable thereto nor converted into another type of Loan on such date pursuant to and in accordance with this Agreement, including this subsection 2.2D, or if Administrative Agent has not received a Notice of Conversion/Continuation specifying the term of the next Interest Period for such LIBOR Loan at least three (3) Business Days prior to the last day of the then current Interest Period, then the outstanding LIBOR Loan shall be deemed to be continued, on the last day of the then current Interest Period, as a LIBOR Loan with an Interest Period of one month and thereafter shall bear interest as such. Notwithstanding anything to the contrary in this Agreement, any Lender may exchange, continue or roll over all or a portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the Borrower, the Administrative Agent and such Lender.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Section 3.3, each Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to Revolving Loans, in a minimum amount of $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount amount, from Base Reference Rate Loans to LIBOR Loans; (ii) to convert all or any part of its outstanding Revolving Loans or from LIBOR Loans to Reference Rate Loans on the expiration of the Interest Period applicable thereto; and (2iii) upon the expiration of any Interest Period applicable to a any outstanding LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted, as applicable; provided provided, however, that no outstanding Loan Loans may be continued as, or be converted into, a or continued as, LIBOR Loan, Loans when any Default or Event of Default or Default has occurred and is continuing.
(b) Whenever a Borrower elects to convert or continue Loans under this Section 3.2, such Borrower shall deliver to the Collateral Agent a written notice substantially in the form of that attached hereto as Exhibit E (a "Notice of Conversion/ Continuation"), signed by an authorized officer of such Borrower (i) no later than 10:00 a.m. (Chicago, Illinois time) two (2) Business Days in advance of the requested conversion date, in the case of a conversion into Reference Rate Loans, and (ii) no later than 10:00 a.m (Chicago, Illinois time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or continuation of, LIBOR Loans. The Notice of Conversion/Continuation shall specify (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Promptly after receipt of a Notice of Conversion/Continuation pursuant to this Section 3.2(b), the Collateral Agent shall notify the Lenders by telecopy, telephone or other similar form of transmission, of the requested conversion or continuation. In the event that a Borrower should fail to provide a Notice of Conversion/Continuation with respect to any LIBOR Loans as provided above, such Loans shall, on the last day of the Interest Period with respect to such Loans, convert to Reference Rate Loans.
(c) The officers of a Borrower authorized to request Revolving Loans on behalf of such Borrower shall also be authorized to request a conversion or before continuation on behalf of such Borrower. The Collateral Agent shall be entitled to rely on such officers' authority until the proposed conversion/continuation dateCollateral Agent is notified to the contrary in writing pursuant to Section 2.2(c). Neither The Collateral Agent nor shall have no duty to verify the identity of any Lender individual representing himself as one of the officers authorized to make such request on behalf of a Borrower. The Collateral Agent shall incur any no liability to either Borrower in acting upon any telephonic notice referred to above that in this Section 3.2, which notice the Collateral Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act make such requests on behalf of Borrower the applicable Borrower, or for otherwise acting in good faith under this subsection 2.2(E) and Section 3.2 and, upon conversion/such conversion or continuation by the Collateral Agent and the Lenders in accordance with this Agreement pursuant to any telephonic noticeAgreement, such Borrower shall have effected such the conversion or continuation, as continuation of the case may be, applicable Loans hereunder.
(d) Any Notice of Conversion/Continuation for conversion to, or continuation of, Loans made pursuant to this Section 3.2 shall be irrevocable and the applicable Borrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 3 million and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR LIBO Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 3 million and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR LIBO Rate Loan; provided, however, that (i) a LIBO Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR LIBO Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR LIBO Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBO Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Conversion/ Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion/continuation 2.2D, Administrative Agent shall promptly transmit such notice by Lenders in accordance with this Agreement pursuant telefacsimile or telephone to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundereach Lender.
Appears in 1 contract
Sources: Credit Agreement (Autotote Corp)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower Section 2.6 hereof, the Borrowers shall have the option (i) to (1) convert at any time all or any part of outstanding Loans equal The Borrowers shall deliver a Notice of Conversion/Continuation to $500,000 and integral multiples of $100,000 the Administrative Bank no later than 11:00 A.M. (Louisville, Kentucky time) at least three (3) Business Days in excess of that amount from Base Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day advance of the Interest Period proposed conversion/continuation date. A Notice of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
Conversion/ Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount of the Revolving Credit Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or continuation of, a Euro-Rate Loan, the requested Interest Period, and (v) in the case of a conversion to, or a continuation of, a LIBOR Euro-Rate Loan or a Base Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower the Borrowers may give Agent the Administrative Bank telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)section 2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent the Administrative Bank on or before the proposed conversion/continuation date. Neither Agent nor any Lender The Banks shall not incur any liability to Borrower the Borrowers in acting upon any telephonic notice referred to above that Agent the Administrative Bank believes in good faith to have been given by a duly authorized officer Authorized Officer or other person Person authorized to act on behalf of Borrower the Borrowers or for otherwise acting in good faith under this subsection 2.2(E) Section 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Revolving Credit Loans in accordance with this Loan Agreement pursuant to any such telephonic notice, Borrower the Borrowers shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in Sections 2.6B, 2.6C and 2.6G hereof, a Notice of Conversion/Continuation for conversion to, or continuation of, a Euro-Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date and the Borrowers shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Sources: Loan Agreement (Res Care Inc /Ky/)
Conversion or Continuation. (i) Subject to the provisions of subsection 2.2
section 1.14, the Borrowers shall have the option, exercisable upon delivery of a Notice of Interest Rate Election as hereinafter provided (A) Borrower shall have the option to (1) convert at any time all or any part of outstanding Loans equal to $500,000 and integral multiples portion (consisting of $100,000 in excess 1,000,000 or an integral multiple thereof) of that the aggregate principal amount from Base Rate of the Loans then outstanding which bear interest at a rate determined by reference to LIBOR one interest rate basis to Loans bearing interest at a rate determined by reference to the other basis or (2B) upon the expiration of any the current Interest Period applicable to a the LIBOR LoanRate Loans, to (a) continue as such all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies (consisting of $100,000 in excess 1,000,000 or an integral multiple thereof) of the aggregate principal amount of the LIBOR Rate Loans then outstanding, provided that amount as a LIBOR Loan Rate Loans or (b) convert all or any portion of such LIBOR Loan to a portions thereof may be converted into Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on Loans only upon the last day expiration of the current Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuingwith respect thereto.
(1ii) The Borrower Representative shall deliver a Notice of Interest Rate Election to the Administrative Agent no later than 10:00 A.M. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to Base Rate Loans) and at least three Business Days in advance of the proposed conversion or continuation date (in the case of a conversion to, or a continuation of, LIBOR Rate Loans). A Notice of Interest Rate Election shall specify (i) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2ii) the amount of the Loan to be converted/continued;
whether a conversion or a continuation is desired, (3) the nature of the proposed conversion/continuation; (4iii) in the case of a conversion to LIBOR Rate Loans, the requested first day of the Interest Period, and (iv) in the case of a conversion to, or a continuation of, a LIBOR LoanRate Loans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/ContinuationInterest Rate Election, the Borrower Representative may give the Administrative Agent telephonic notice by the required time of any proposed conversion/conversion or continuation under this subsection 2.2(Esection 1.7(d); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation Interest Rate Election to the Administrative Agent on or before the date of the proposed conversion/conversion or continuation. Upon receipt of written or telephonic notice of any proposed conversion or continuation dateunder this section 1.7(d), the Administrative Agent shall promptly transmit a copy of such notice by facsimile or telephone to each Lender.
(iii) Each Lender Party shall be entitled to rely upon, and shall be fully protected under this Agreement in relying upon, any Notice of Interest Rate Election believed by the Administrative Agent to be genuine and to assume that the Person or Persons giving the same on behalf of the Borrowers were duly authorized to do so unless the responsible individual acting thereon for the Administrative Agent shall have acquired actual knowledge to the contrary. Neither the Administrative Agent nor any Lender shall incur any liability to either Borrower in acting upon any telephonic notice referred to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer of the Borrower Representative or by any other person Person authorized to act on behalf of Borrower the Borrowers or otherwise for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/section 1.7(d), or in effecting any conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to the Loans or any portion thereof in accordance with this Agreement pursuant to any such telephonic notice.
(iv) Except as otherwise provided in sections 1.14(b), Borrower (c) and (g), a Notice of Interest Rate Election for a conversion to, or a continuation of, LIBOR Rate Loans (or telephonic notice in lieu thereof) shall have effected such be irrevocable, and the Borrowers shall be bound to effect the indicated conversion or continuationcontinuation in accordance therewith.
(v) In the event that the Borrower Representative shall fail at any time to submit a Notice of Interest Rate Election to the Administrative Agent in accordance with paragraph (ii) above, or shall not be permitted to do so during the pendency of a Default or Event of Default as provided in such paragraph (ii) at a time when there are LIBOR Rate Loans outstanding hereunder, then all LIBOR Rate Loans then outstanding shall become Base Rate Loans upon the case may be, hereunderexpiration of the Interest Period in effect at the time.
Appears in 1 contract
Sources: Term Loan and Security Agreement (Grand Canal Shops Mall Construction LLC)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A2.2(D) this subsection 2.2(C) and subsection 2.2(B)(8), Borrower shall have the option to (1i) convert at any time all or any part of any outstanding Loans equal to or greater than $500,000 and integral multiples of $100,000 in excess of that amount 1,000,000 from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to or greater than $500,000 and integral multiplies of $100,000 in excess of that amount 1,000,000 as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The and the succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedcontinued; provided provided, that LIBOR Loans may only be converted into Loans bearing interest determined by reference to an alternative basis on the expiration date of an Interest Period applicable thereto; and provided, further, that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Loan when any Default or Event of Default or Default has occurred and is continuing.
; and provided, further, that no Loan may be converted to a LIBOR Loan until ten (10) days after the Closing Date. Borrower shall deliver a Notice of Conversion/Continuation to Agent no later than 11:00 A.M. (Chicago, Illinois time) at least three (3) Business Days in advance of the proposed conversion/continuation date in the case of the conversion of any Base Rate Loans into LIBOR Loans or the continuation of any LIBOR Loans. A Notice of Conversion/Continuation shall certify: (1) the proposed conversion/continuation date (which shall be a Business Day); , (2) the amount of the Loan to be converted/continued;
, (3) the nature of the proposed conversion/continuation; , (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E2.2(C); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E2.2(C). Except as provided in subsection 2.2(D)(4), a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable once given, and upon conversion/continuation by Lenders Borrower shall be bound to convert or continue in accordance therewith and Agent shall have no liability for acting in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderBorrower's instructions contained therein.
Appears in 1 contract
Sources: Credit Agreement (Lynch Corp)
Conversion or Continuation. Subject 2.7.1. The Borrower may, upon irrevocable written notice to the provisions Bank in accordance with Subsection 2.7.1 elect, as of subsection 2.2
(A) Borrower shall have the option any Business Day, to (1) convert at any time all or any part of outstanding Loans equal to the US Prime Rate Loans, in either case in a minimum amount of $500,000 250,000 and in integral multiples of $100,000 in excess of that amount from Base Rate Loans to thereof, into LIBOR Loans Loans; or (2ii) upon the expiration elect, as of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the applicable Interest Period Period, to continue any LIBOR Loans having Interest Periods expiring on such day or any part thereof, in either case in the minimum amount and in integral multiples as specified above: provided, however, that if at any time the aggregate amount of LIBOR Loans in respect of any LIBOR Loan is reduced, by payment, prepayment, or conversion of part thereof to be less than $250,000 such LIBOR Loan shall at the Bank’s election conve1t into US Prime Rate Loans, and on and after such date the right of the Loan Borrower to be continued convert such Loans into LIBOR Loans shall terminate.
2.7.2. Whenever the Borrower elects to convert or converted; provided that continue US Prime Rate Loans or LIBOR Loans under this Section 2.7, the Borrower shall deliver to the Bank a Notice of Conversion/Continuation, signed by an authorized officer or signatory of the Borrower (i) no outstanding Loan may be continued aslater than 11:00 a.m. (Pacific Time) one (1) Business Day in advance of the requested conversion date, in the case of a conversion into US Prime Rate Loans, and (ii) no later than 11:00 a.m. (Pacific Time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or be converted intocontinuation of, a LIBOR Loan, when any Event Loans. The Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from . If the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of fails to provide a Notice of Conversion/Continuation for any LIBOR Loans as provided above, such LIBOR Loans shall convert to Agent US Prime Rate Loans on the last day of the Interest Period therefor.
2.7.3. Any Notice of Conversion/Continuation made pursuant to this Section 2.7 shall be irrevocable and the Borrower shall be bound to continue or before convert the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders Loan specified therein in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Sources: Loan and Security Agreement (Idw Media Holdings, Inc.)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower Section 2.14, the Borrowers shall have the option to (1a) convert at any time to convert all or any part of any outstanding Base Rate Loans equal to in an aggregate minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans to LIBOR Loans or and (2b) upon the expiration of any Interest Period applicable to a specific Borrowing of LIBOR LoanLoans, to (a) continue all or any portion of such LIBOR Loan equal to Loans in an aggregate minimum amount of $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The Loans, and the succeeding Interest Period(s) Period of such continued or converted Loan LIBOR Loans shall commence on the last day expiration date of the Interest Period previously applicable thereto. . The Borrowers shall deliver a Notice of Conversion/Continuation to the Administrative Agent no later than 12:00 noon (Eastern time) at least one (1) Business Day in advance of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event proposed conversion/continuation date. A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1a) the proposed conversion/continuation date (which shall be a Business Day); , (2b) the aggregate amount of the Loan Loans to be converted/continued;
, (3c) the nature of the proposed conversion/continuation; , and (4d) in the case of conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the a Notice of Conversion/Continuation, Borrower the Borrowers may give the Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)Section 2.7; provided provided, however, that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation delivered to the Administrative Agent on or before the proposed conversion/continuation date. The execution and delivery of each Notice of Conversion/Continuation shall be deemed a representation and warranty by the Borrowers that the requested conversion/continuation may be made in accordance with, and will not violate the requirements of, this Agreement, including those set forth in Sections 2.7.1 and 2.14.1. . Promptly after receipt of a Notice of Conversion/Continuation (or telephonic notice in lieu thereof), the Administrative Agent shall notify each Lender of the proposed conversion or continuation. Neither the Administrative Agent nor any the Lender shall incur any liability to Borrower the Borrowers in acting upon any telephonic notice referred to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower the Borrowers or for otherwise acting in good faith under this subsection 2.2(E) and Section 2.7 and, upon conversion/continuation by Lenders the Administrative Agent in accordance with this Agreement pursuant to any telephonic notice, Borrower the Borrowers shall have effected a conversion/continuation of Loans hereunder. . Except as provided in Section 3.4.5, a Notice of Conversion/Continuation shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrowers shall be bound to convert or continue such conversion Loan in accordance therewith. . In the event any LIBOR Loan is unpaid upon the expiration of the Interest Period applicable thereto and a Notice of Conversion/Continuation has not been given in the manner provided in Section 2.7.2, such LIBOR Loan shall, effective as of the last day of such Interest Period, become a Base Rate Loan. . Each Loan made by a Lender to the Borrowers pursuant to this Agreement shall be evidenced by a Note of each Borrower in the form attached hereto as Exhibit 2.8 payable to the order of such Lender in an amount equal to such Lender's Percentage of the aggregate amount of the Commitments. Each Lender hereby is authorized to record and endorse the date and principal amount of each Loan made by it, and the amount of all payments and prepayments of principal and interest made to such Lender with respect to such Loans, on a schedule annexed to and constituting a part of such Lender's Note from each Borrower, which recordation and endorsement shall constitute prima facie evidence of the Loans made by such Lender to such Borrower and payments made by Borrowers to such Lender, absent manifest error; provided, however, that (a) failure by any Lender to make any such recordation or continuationendorsement shall not in any way limit or otherwise affect the obligations of such Borrower or the rights and remedies of the Lenders under this Agreement or the Notes, and (b) payments of principal and interest on the Loans to the Lenders shall not be affected by the failure to make any such recordation or endorsement thereof. In lieu of making recordation or endorsement, the Lenders hereby are authorized, at their option, to record the payments or prepayments on their respective books and records in accordance with their usual and customary practice, which recordation shall constitute prima facie evidence of the Loans made by the Lenders to the Borrowers and the payments and prepayments made by the Borrowers to the Lenders, absent manifest error. . The Administrative Agent may assume that each Lender has made the proceeds of its Loans available to the Administrative Agent on the corresponding Funding Date in the event the applicable conditions precedent to funding the requested Loans set forth in Article 6 have been satisfied or waived in accordance with Section 12.3, and the Administrative Agent, in its sole discretion, may, but shall not be obligated to, advance all or any portion of the amount of any requested Borrowing on such Funding Date to the Borrower designated by the Borrowers to receive such requested Borrowing prior to receiving the proceeds of the corresponding Loans from the Lenders. If the Administrative Agent has advanced proceeds of any Loan to such Borrower on behalf of any Lender and such Lender fails to make available to the Administrative Agent its Percentage share of such Loan as required by Sections 2.2 or 2.3.4, the case Administrative Agent shall be entitled to recover such amount on demand from such Lender. If such Lender does not pay such amount forthwith upon the Administrative Agent's demand therefor, the Administrative Agent shall notify the Borrowers and the Borrowers shall pay such amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover from such Lender interest at the Federal Funds Rate or any other rate customarily used by banks for the correction of errors among banks, but in no event to exceed the Highest Lawful Rate, on such amount so advanced on behalf of a Lender for each day from the date such amount was made available by the Administrative Agent to the Borrowers to the date such amount is recovered by the Administrative Agent, with interest at the applicable rate for such Loan. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill such Lender's Commitments or to prejudice any rights that the Administrative Agent or the Borrowers may behave against any Lender as a result of any default by such Lender hereunder. . The proceeds of the Revolving Credit Loans will be used by the Borrowers, for working capital purposes and for other general corporate or partnership purposes, and will not be used by the Borrowers for any purpose prohibited by the terms of this Agreement or by any law. The proceeds of the Letter of Credit Loans will be used solely to reimburse the Issuing Bank for amounts paid by it in respect of drawings on Letters of Credit incurred for Letter of Credit Supportable Obligations and will not be used by the Borrowers for any purpose prohibited by the terms of this Agreement or by any law. . In consideration for the obligations of the Administrative Agent, the Issuing Bank and the Lenders set forth herein, the Borrowers shall pay the following credit fees: . In consideration of each Lender's agreement to participate in the Facilities as provided herein, the Borrowers shall pay to each Lender a per annum fee in an amount equal to twenty one-hundredths of one percent (0.20%) of such Lender's Percentage of the Commitments hereunder. This fee shall be payable in quarter-annual installments, in advance, on each January 1, April 1, July 1, and October 1 of each year based upon the amount of Commitments as of each date and calculated based upon a 365-day year and the actual number of days elapsed. . The Borrowers agree to pay to each Issuing Bank annual letter of credit fees with respect to each Standby Letter of Credit issued by such Issuing Bank on the date of issuance of each such Standby Letter of Credit, equal to the stated amount of each such Standby Letter of Credit multiplied by the Applicable Standby Letter of Credit Fee Percentage and the fraction of a year that such Standby Letter of Credit is to be outstanding calculated based upon a 365-day year and the actual number of days to elapse. The Borrowers further agree to pay to each Issuing Bank annual letter of credit fees with respect to each Commercial Letter of Credit issued by such Issuing Bank on the earlier of (i) the termination date of each such Commercial Letter of Credit or (ii) the date each such Commercial Letter of Credit is drawn upon in an amount equal to the stated amount of each such Commercial Letter of Credit multiplied by the Applicable Commercial Letter of Credit Fee Percentage and the fraction of a year that such Commercial Letter of Credit was outstanding (calculated based upon a 365-day year and the actual number of days elapsed). The fees to be paid pursuant to this Section 2.11.2 are collectively referred to herein as "Letter of Credit Fees". Each Issuing Bank shall pay to the Administrative Agent no later than the last day of each quarter and on the Termination Date all Letter of Credit Fees received by such Issuing Bank during such quarter, together with a summary of how such fees were calculated, and the Administrative Agent shall distribute all Letter of Credit Fees to each Lender in proportion to that Lender's Percentage on January 1, April 1, July 1 and October 1 of each year, and on the Termination Date. . Pursuant to one or more separate agreements with the Issuing Bank, Borrowers shall pay to the Issuing Bank its normal and customary fees charged by the Issuing Bank upon the establishment of any Letter of Credit, upon any amendment or transfer of a Letter of Credit and upon the payment of any drawing under any Letter of Credit.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) SECTION 2.07, each Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to Loans, in a minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount amount, from Loans that are Base Rate Loans to LIBOR; (ii) to convert all or any part of its outstanding Loans from LIBOR Loans or to Base Rate Loans on the expiration of the Interest Period applicable thereto; and (2iii) upon the expiration of any Interest Period applicable to its outstanding LIBOR Loan to continue all such LIBOR Loans as a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided PROVIDED that no outstanding Loan Loans may be continued as, or be converted into, a or continued as, LIBOR Loan, Loans when any Default or Event of Default or Default has occurred and is continuing.
(b) Whenever a Borrower elects to convert or continue Loans under this SECTION 2.06, such Borrower shall deliver to the Agent a written notice substantially in the form of that attached hereto as EXHIBIT H-2 (a "NOTICE OF CONVERSION/ CONTINUATION"), signed by an authorized officer of such Borrower (i) no later than 10:00 a.m. (New York time) two (2) Business Days in advance of the requested conversion date, in the case of a conversion into Base Rate Loans, and (ii) no later than 10:00 a.m (New York time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or continuation of, LIBOR Loans. The Notice of Conversion/Continuation shall specify (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery Promptly after receipt of a Notice of Conversion/Continuation pursuant to this SECTION 2.06(B), the Agent on or before shall notify the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given Lenders by a duly authorized officer telecopy, telephone or other person authorized to act on behalf similar form of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic noticetransmission, Borrower shall have effected such of the requested conversion or continuation. In the event that a Borrower should fail to provide a Notice of Conversion/Continuation with respect to any LIBOR Loans as provided above, as such Loans, on the case may belast day of the Interest Period with respect to such Loans, hereundershall convert to Base Rate Loans.
(c) Any Notice of Conversion/Continuation for conversion to, or continuation of, Loans made pursuant to this SECTION 2.06 shall be irrevocable and the applicable Borrower shall be bound to convert or continue in accordance therewith.
Appears in 1 contract
Sources: Loan and Security Agreement (KMC Telecom Holdings Inc)
Conversion or Continuation. Subject (a) The Borrower may, upon irrevocable written notice to the provisions Lender in accordance with Section 2.5(b) elect, as of subsection 2.2
(A) Borrower shall have the option any Business Day, to (1) convert at any time all or any part of outstanding Loans equal to the Base Rate Loans, in either case in a minimum amount of $500,000 and in integral multiples of $100,000 in excess of that amount from Base Rate Loans to thereof, into LIBOR Loans Loans; or (2ii) upon the expiration elect, as of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the applicable Interest Period Period, to continue any LIBOR Loans having Interest Periods expiring on such day or any part thereof, in either case in the minimum amount and in integral multiples as specified above; provided, however, that (a) if at any time the aggregate amount of any LIBOR Loan is reduced, by payment, prepayment, or conversion of part thereof to be less than $500,000 such LIBOR Loan shall automatically convert into Base Rate Loans, and on and after such date the right of the Loan Borrower to be continued or converted; provided that no outstanding Loan convert such Loans into LIBOR Loans, as the case may be continued asshall terminate and (b) there shall be no more than six (6) LIBOR Loans outstanding at any one time.
(b) Whenever the Borrower elects to convert or continue Loans under this Section 2.5, the Borrower shall deliver to the Lender a Notice of Continuation/Conversion, signed by an Authorized Officer of the Borrower: (i) no later than 11:00 a.m. (Pacific time) two (2) Business Days in advance of the requested conversion date, in the case of a conversion into Base Rate Loans, and (ii) no later than 11:00 a.m. (Pacific time) three (3) Business Days in advance of the requested conversion or continuation date, in the case of a conversion into, or be converted intocontinuation of, a LIBOR Loan, when any Event Loans. The Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify: (1) the proposed conversion/conversion or continuation date (which shall be a Business Day); , (2) the amount and type of the Loan Loans to be converted/converted or continued;
, (3) the nature of the proposed conversion/requested conversion or continuation; , and (4) in the case of a conversion tointo, or a continuation of, a LIBOR LoanLoans, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from . If the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of fails to provide a Notice of ConversionContinuation/Continuation Conversion for any LIBOR Loans as provided above, such Loans shall convert to Agent Base Rate Loans on the last day of the Interest Period therefor.
(c) Any Notice of Continuation/Conversion made pursuant to this Section 2.5 shall be irrevocable and the Borrower shall be bound to continue or before convert the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders Loan specified therein in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Sources: Loan and Security Agreement (Film Department Holdings, Inc.)
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) Paragraph 4 hereof, the Borrower shall have the option to (1) to convert at any time all or any part (but not part) of the outstanding Loans equal balance of the Loan from the Prime Rate Option to $500,000 and integral multiples of $100,000 in excess of that amount from Base the LIBO Rate Loans to LIBOR Loans Option; or (2) to convert at any time all (but not part) of the outstanding balance of the Loan from the LIBO Rate Option to the Prime Rate Option; or (3) upon the expiration of any Interest Period applicable to a LIBOR LoanPeriod, to (a) continue all or any portion (but not part) of such LIBOR the Loan equal to $500,000 under the LIBO Rate Option, and integral multiplies of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The the succeeding Interest Period(s) Period of such the continued or converted Loan shall commence on the last day expiration date of the Interest Period of applicable thereto; provided, however, that the Loan to may not be continued or converted; provided that no outstanding Loan may be continued asat, or be converted into, a LIBOR Loan, the LIBO Rate Option when any Event of Default or Default has occurred and is continuing.
(b) In the event the Borrower shall elect to convert or continue the Loan under this Paragraph 2(ii), the Borrower shall deliver a Notice of Conversion/Continuation to the Lender no later than 12:00 NOON (New York, New York time) (1) on the proposed conversion date, in the case of a conversion to the Prime Rate Option, and (2) on the Business Day which is two Business Days in advance of the proposed conversion/continuation date, in the case of a conversion to, or a continuation at the LIBO Rate Option. A Notice of Conversion/Continuation shall specify (A) the proposed conversion/continuation date (which shall be a Business Day) and (B) the proposed interest rate option. In lieu of delivering the above-described Notice of Conversion/Continuation, the Borrower may give the Lender telephonic notice of any proposed conversion/continuation by the time required under this Paragraph 2(ii)(b); provided, however, that such notice shall be confirmed in writing by delivery to the Lender promptly (2) the amount of the Loan to be converted/continued;
(3) the nature of but in no event later than the proposed conversion/continuation; (4continuation date) in of a Notice of Conversion/Continuation. In the case event the Borrower fails to provide the Lender with the requisite Notice of Conversion/Continuation for a conversion to, or a continuation of, a LIBOR the Loan, said Loan shall automatically be converted to, or continue at, the requested Interest Period; and LIBO Rate Option.
(5c) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Any Notice of Conversion/Continuation to Agent on for conversion to, or before continuation of, the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Loan (or telephonic notice referred in lieu thereof) shall be irrevocable and the Borrower shall be bound to above that Agent believes in good faith to have been given by a duly authorized officer convert or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Sources: Secured Commercial Mortgage Loan Note (Kensey Nash Corp)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.7, Company shall have the option (i) to (1) convert at any time all or any part of outstanding its Loans equal to $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess of that amount from Base Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to the other basis; provided that any such conversion of Prime Rate Loans to into LIBOR Rate Loans shall be in amounts of $1,000,000 and integral multiples of $500,000 in excess thereof or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR Rate Loan having a particular Interest Period; provided, however, that a LIBOR Rate Loan may only be converted into a Prime Rate Loan on (i) the expiration date of an Interest Period applicable thereto or (bii) convert any other date, provided that Company reimburses Agent for all or costs incurred pursuant to subsection 2.7D herein. There shall be no more than seven LIBOR Rate Loans outstanding at any portion time. Company shall deliver a Notice of such LIBOR Loan Conversion/Continuation to Agent no later than 2:00 p.m. (Boston time) on the Business Day prior to the proposed conversion/continuation date (in the case of a conversion to a Base Prime Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three (3) Business Days in advance of the Interest Period proposed conversion/ continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Agent facsimile or telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.3D; provided that such telephonic notice shall be promptly immediately confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation dateAgent. Neither Agent nor any Lender shall incur any liability to Borrower Company in acting upon any facsimile or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.3D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such facsimile or telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.7B, 2.7C and 2.7G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Rate Loan (or facsimile or telephonic notice in lieu thereof) shall be irrevocable, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
2.6, (Ai) Borrower Company shall have the option to (1) convert at any time all or any part of its outstanding Tranche A Term Loans, Tranche B Term Loans or Revolving Loans equal to $500,000 5,000,000 and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans or bearing interest at a rate determined by reference to an alternative basis and (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, Company shall have the option to (a) continue as a LIBOR Loan all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount amount; PROVIDED, HOWEVER, that if, upon the expiration of any Interest Period applicable to any LIBOR Loan, Company shall have failed to give a Notice of Conversion/Continuation with respect to such LIBOR Loan in accordance with this subsection 2.2D, Company shall be deemed to have given a timely Notice of Conversion/Continuation electing to continue such LIBOR Loan as a LIBOR Loan or with an Interest Period of one month. Company shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent no later than 11:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no Potential Event of Default or Event of Default has occurred and is continuing continuing; PROVIDED however, that during the Delayed Draw Term B Loan Period, Company may only request Tranche B Term Loans be converted to or would result from the proposed conversion/continuationcontinued as Base Rate Loans or LIBOR Loans with an Interest Period of one month (unless Administrative Agent shall, in its sole discretion, otherwise consent). In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided PROVIDED that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6F, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding AXELs or Revolving Loans equal to at least $500,000 and integral multiples of $100,000 in excess of that amount 1,000,000 from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to at least $500,000 and integral multiplies of $100,000 in excess of that amount 1,000,000 as a LIBOR Loan or Eurodollar Rate Loan. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; continuation and (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of EXECUTION delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B and 2.6C, a Notice of Conversion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
Appears in 1 contract
Conversion or Continuation. Subject to the other provisions of subsection 2.2
(A) Borrower this Agreement, including, without limitation, satisfying the Conditions set forth in Section 3, Borrowers shall have the option to (1) convert at any time all or any part of outstanding Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
. Borrowers shall deliver a Notice of Borrowing with respect to any such conversion/continuation to Administrative Agent no later than 12 p.m. (noon) New York time at least three (3) Business Days in advance of the proposed conversion/continuation date. The Notice of Borrowing with respect to such conversion/continuation shall certify: (1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
; (3) the nature of the proposed conversion/continuation; (4) in the case of conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation; and (6) that all conditions to make Loans as set forth in Section 3 and in the Conditions Rider have been satisfied. In lieu of delivering the a Notice of ConversionBorrowing with respect to any such conversion/Continuationcontinuation, Borrower the Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E2.2(D) (in such telephonic notice such Borrower shall certify to the items set forth above with respect to the Notice of Borrowing); provided that such telephonic notice shall be promptly confirmed in writing by delivery of a Notice of ConversionBorrowing (in form and substance described herein) with respect to such conversion/Continuation continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Once given, such Borrower shall be bound by such telephonic notice. Upon the expiration of an Interest Period for a LIBOR Loan, in the absence of a new Notice of Borrowing or a telephonic notice submitted to Administrative Agent nor not less than three (3) Business Days prior to the end of such Interest Period, the LIBOR Loan then maturing shall be automatically converted to a Base Rate Loan. No Agent or any Lender shall incur any liability to any Borrower in acting upon any telephonic notice or a Notice of Borrowing referred to above that Administrative Agent believes in good faith to have been given by a duly authorized an officer or other person authorized to act on behalf of such Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunder2.2(D).
Appears in 1 contract
Sources: Loan and Security Agreement (Sun Healthcare Group Inc)
Conversion or Continuation. (i) Subject to the provisions of subsection 2.2
(A) 2.7, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans to LIBOR Term Loans or Revolving Loans from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a rate determined by reference to an alternative basis, in each case in the applicable Minimum Amount therefor, or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto.
(ii) Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 AM (New York City time) at least three Business Days in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or (b) a continuation of, a LIBOR Loan). With respect to any LIBOR Loan, if Borrower fails to deliver a Notice of Conversion/Continuation as described above or if any proposed conversion/continuation under this subsection 2.2D is not permitted hereunder, Borrower shall be deemed to have elected to convert all or any portion of such LIBOR Loan to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the then-expiring Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuingPeriod.
(1iii) A Notice of Conversion/Continuation shall specify (a) the proposed conversion/continuation date (which shall be a Business Day); , (2b) the amount and Type of the Loan to be converted/continued;
, (3c) the nature of the proposed conversion/continuation; , (4d) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and Period (5) that no Default or which, if a Potential Event of Default has occurred and is continuing shall be a one month Interest Period), and (e) in the case of a conversion to, or would result from the proposed conversion/continuationa continuation of, a LIBOR Loan, that no Event of Default has occurred and is continuing. In lieu Upon receipt of delivering the Notice of Conversion/Continuation, Borrower may give Agent telephonic written notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that 2.2D, Administrative Agent shall promptly transmit such notice shall be by facsimile or electronic mail (or by telephone promptly confirmed by facsimile or electronic mail) to each Lender.
(iv) Except as otherwise provided in writing subsections 2.6B, 2.6C and 2.6G, a notice of a proposed conversion to, or continuation of, a LIBOR Loan (whether by delivery of a Notice of Conversion/Continuation or telephonic notice) shall be irrevocable once Administrative Agent receives such notice, and Borrower shall be bound to Agent on effect a conversion or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and upon conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
Appears in 1 contract
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Section 3.3, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to Five Hundred Thousand Dollars ($500,000 500,000.00) and integral multiples of One Hundred Thousand Dollars ($100,000 100,000.00) in excess of that amount from Base Rate Revolving Loans bearing interest at a rate determined Exhibit (10.2)-p 18 24 by reference to LIBOR one basis to Revolving Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Rate Loan, to (a) continue all or any portion of such LIBOR Loan its outstanding Revolving Loans equal to Five Hundred Thousand Dollars ($500,000 500,000.00) and integral multiplies multiples of One Hundred Thousand Dollars ($100,000 100,000.00) in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such LIBOR Loan to a Base Rate Loan. The , and the succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or convertedcontinued; provided, however, that, except as otherwise provided that in Section 3.3.4, a LIBOR Rate Loan may only be converted into a Loan bearing interest determined by reference to an alternative basis on the expiration date of an Interest Period applicable thereto; and provided, further, that, unless NCB otherwise agrees, no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Rate Loan when any Default or Event of Default or Default has occurred and is continuing.
. Borrower shall deliver a notice of conversion/continuation to NCB no later than 2:00 p.m. (1Ohio time) at least two (2) Business Days in advance of the proposed conversion/ continuation date. A notice of conversion/continuation shall specify (i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , and (4iv) in the case of a conversion to, or a continuation of, a LIBOR Rate Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice above-described notice of Conversionconversion/Continuationcontinuation, Borrower may give Agent NCB telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)Section 3.1.4; provided that such notice shall be promptly confirmed in writing by delivery of a Notice notice of Conversionconversion/Continuation continuation to Agent NCB on or before the proposed conversion/continuation date. Neither Agent nor any Lender NCB shall incur any no liability to Borrower in acting upon any telephonic notice referred to above that Agent NCB believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) and Section 3.1.4; and, upon conversion/continuation by Lenders NCB in accordance with this Agreement pursuant to any such telephonic notice, Borrower shall have effected such converted/continued Loans hereunder. Except as provided in Section 3.3.4, a notice of conversion/continuation for conversion to, or continuation of, a LIBOR Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and, upon delivering the notice of conversion/ continuation, as the case may be, hereunderBorrower shall be bound to convert or to continue in accordance therewith.
Appears in 1 contract
Sources: Revolving Credit Agreement (Champion Industries Inc)
Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans or Revolving Loans equal to $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 1,000,000 and integral multiplies multiples of $100,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto unless Company pays on such conversion date all amounts owing to Lenders under subsection 2.6D; provided, further that, until the earlier of the seventh day after the Closing Date and the date specified by Administrative Agent to Company on which the primary syndication of the Commitments and the Loan has been completed, no Base Rate Loans may be converted into LIBOR Loans. Company shall deliver a duly executed Notice of Conversion/Continuation to Administrative Agent not later than 12:00 Noon (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, Administrative Agent shall notify each Lender of any Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
Appears in 1 contract
Conversion or Continuation. (a) Subject to the provisions of subsection 2.2
(A) SECTION 4.4, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 100,000 and integral multiples of $100,000 in excess of that amount (or in such other amount as Agent shall permit as shall be evidenced by the conversion of such Loan by Agent) from Base a Prime Rate Loans to LIBOR Loans or (2) upon the expiration of any Interest Period applicable Loan to a LIBOR Loan, Rate Loan for a specified Interest Period; (ii) to (a) continue convert all or any portion part of such LIBOR Loan its outstanding Loans equal to $500,000 100,000 and integral multiplies multiples of $100,000 in excess of that amount (or in such other amount as a Agent shall permit as shall be evidenced by the conversion of such Loan by Agent) from LIBOR Loan Rate Loans to Prime Rate Loans on the expiration date of any Interest Period applicable thereto; or (biii) convert upon the expiration of the Interest Period with respect to any LIBOR Rate Loans, to continue all or any portion of such Loans equal to $100,000 and integral multiples of $100,000 in excess of that amount (or in such other amount as Agent shall permit as shall be evidenced by the continuation of such Loan by Agent) as LIBOR Loan to Rate Loans for a Base Rate Loan. The specified Interest Period, and the succeeding Interest Period(s) of such continued or converted Loan Loans shall commence on the last day expiration date of the Interest Period of applicable thereto; PROVIDED, HOWEVER, that, notwithstanding the Loan foregoing, pursuant to be continued or converted; provided that SECTION 4.4(h), no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, Rate Loan when any Event of Default or Unmatured Event of Default has occurred and is continuing.
(1b) In the proposed conversion/continuation date (event Borrower shall elect to convert or continue a Loan under SECTION 4.3(a), Borrower shall deliver to Agent a written Notice of LIBOR Activity which shall be a Business Day); (2) set forth the amount details of such proposed conversion or continuation, as the Loan to be converted/continued;
case may be, by 12:00 noon, Chicago time three (3) the nature of the proposed conversion/continuation; (4) in the case of conversion Business Days prior to, or a continuation of, a LIBOR Loan, the requested Interest Period; and but in any event not more than five (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation. In lieu of delivering the Notice of Conversion/ContinuationBusiness Days prior to, Borrower may give Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E); provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Agent on or before the proposed conversion/continuation date. Upon conversion or continuation by Agent in accordance with this Agreement pursuant to any Notice of LIBOR Activity, Borrower shall have effected the conversion/continuation of Loans hereunder.
(c) The officers and employees of Borrower authorized to request a Loan on behalf of Borrower are also authorized to request a conversion/continuation on behalf of Borrower. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that which Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(ESECTION 4.3.
(d) Each Notice of LIBOR Activity shall be irrevocable and upon conversion/continuation by Lenders Borrower shall be bound to convert or continue in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereundertherewith.
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Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, the Company shall have the option (i) to (1) convert at any time all or any part of its outstanding Revolving Loans equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from Base Rate Loans to LIBOR Loans or Loans, (2ii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to convert all or any part of its outstanding Revolving Loans from LIBOR Loans to Base Rate Loans, or (aiii) upon the expiration of any Interest Period applicable to a LIBOR Loan, to continue all or any portion of such LIBOR Loan equal to $500,000 5,000,000 and integral multiplies multiples of $100,000 1,000,000 in excess of that amount as a LIBOR Loan or (b) convert all or any portion of such Loan; provided, however, that a LIBOR Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto; provided, further, that Special Revolving Loans may not be converted into LIBOR Loans. The Company shall deliver a duly executed Notice of Conversion/Continuation to the Administrative Agent no later than 12:00 Noon (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) and at least three Business Days in advance of such continued or converted Loan shall commence on the last day of the Interest Period of the Loan to be continued or converted; provided that no outstanding Loan may be continued as, or be converted into, a LIBOR Loan, when any Event of Default or Default has occurred and is continuing.
(1) the proposed conversion/continuation date (which shall be a Business Day); (2) the amount of the Loan to be converted/continued;
(3) the nature of the proposed conversion/continuation; (4) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period; and (5) that no Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuation). In lieu of delivering the a Notice of Conversion/Continuation, Borrower the Company may give the Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a duly executed Notice of Conversion/Continuation to the Administrative Agent on or before the proposed conversion/continuation date. Neither Agent nor any Lender shall incur any liability to Borrower in acting upon any Upon receipt of written or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith any proposed conversion/continuation under this subsection 2.2(E) and upon conversion2.2D, the Administrative Agent shall promptly notify each Lender of the Loan subject to the Notice of Conversion/continuation by Lenders in accordance with this Agreement pursuant to any telephonic notice, Borrower shall have effected such conversion or continuation, as the case may be, hereunderContinuation.
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Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) Borrower 2.6, Company shall have the option to (1) convert at any time all or any part of its outstanding Loans equal to $500,000 5 million and integral multiples of $100,000 1 million in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR LIBO Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 5 million and integral multiplies multiples of $100,000 1 million in excess of that amount as a LIBOR LIBO Rate Loan; provided, however, that (i) a LIBO Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Company shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 10:00 A.M. (bNew York City time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR LIBO Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conversion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR LIBO Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a LIBO Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower Company may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Conversion/ Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower Company or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, Borrower notice Company shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBO Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to effect a conversion or continuation in accordance therewith.
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Conversion or Continuation. Subject to the provisions of subsection 2.2
(A) 2.6, Borrower shall have the option (i) to (1) convert at any time all or any part of its outstanding Term Loans A, Tranche A Term Loans, Tranche B Term Loans or Revolving Loans equal to $500,000 2,000,000 and integral multiples of $100,000 500,000 in excess of that amount from Base Rate Loans bearing interest at a rate determined by reference to LIBOR one basis to Loans bearing interest at a rate determined by reference to an alternative basis or (2ii) upon the expiration of any Interest Period applicable to a LIBOR Eurodollar Rate Loan, to (a) continue all or any portion of such LIBOR Loan equal to $500,000 2,000,000 and integral multiplies multiples of $100,000 500,000 in excess of that amount as a LIBOR Eurodollar Rate Loan; provided, however, that a Eurodollar Rate Loan or may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto. Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 11:00 A.M. (bDallas, Texas time) convert all or any portion at least one Business Day in advance of such LIBOR Loan the proposed conversion date (in the case of a conversion to a Base Rate Loan. The succeeding Interest Period(s) of such continued or converted Loan shall commence on the last day and at least three Business Days in advance of the Interest Period proposed conversion/continuation date (in the case of the Loan to be continued or converted; provided that no outstanding Loan may be continued asa conversion to, or be converted intoa continuation of, a LIBOR Eurodollar Rate Loan, when any Event ). A Notice of Default or Default has occurred and is continuing.
Conver-sion/Continuation shall specify (1i) the proposed conversion/continuation date (which shall be a Business Day); , (2ii) the amount and type of the Loan to be converted/continued;
, (3iii) the nature of the proposed conversion/continuation; , (4iv) in the case of a conversion to, or a continuation of, a LIBOR Eurodollar Rate Loan, the requested Interest Period; , and (5v) in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan, that no Potential Event of Default or Event of Default has occurred and is continuing or would result from the proposed conversion/continuationcontinuing. In lieu of delivering the above-described Notice of Conversion/Continuation, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2(E)2.2D; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of Borrower or for otherwise acting in good faith under this subsection 2.2(E) 2.2D, and upon conversion/conversion or continuation by Lenders of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice, notice Borrower shall have effected such a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Conver-sion/Continuation for conversion to, or continuation of, a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Borrower shall be bound to effect a conversion or continuation in accordance therewith.
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Sources: Credit Agreement (CFP Holdings Inc)