Early Termination of LIBOR Periods Sample Clauses

Early Termination of LIBOR Periods. If the Borrower requests, as herein permitted, that a Lender arrange for early termination of any LIBOR Based Loan, the Borrower will pay to the affected Lenders all expenses and out-of-pocket costs incurred by such Lenders as a result of the early termination of the LIBOR Based Loan, including expenses and out-of-pocket costs incurred due to early redemption of offsetting deposits. If in the sole discretion of such Lenders, acting reasonably, any such early termination cannot be effected, the LIBOR Based Loan will not be terminated and the Borrower will continue to pay interest to such Lenders, at the rate per annum applicable to such LIBOR Based Loan for the remainder of the applicable LIBOR Period. A written statement of the Agent as to the amount and nature of such expenses and out-of-pocket costs will be prima facie evidence of the amount thereof.
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Early Termination of LIBOR Periods. If the early termination of any LIBOR Advance is required hereunder, the Borrowers will pay to the Lender all expenses and out-of-pocket costs incurred by the Lender as a result of the early termination of the LIBOR Advance, including expenses and out-of-pocket costs incurred due to early redemption of offsetting deposits. If, in the sole discretion of the Lender, acting reasonably, any such early termination cannot be affected, the LIBOR Advance will not be terminated and the applicable Borrower will continue to pay interest to the Lender, at the rate per annum applicable to such LIBOR Advance for the remainder of the applicable LIBOR Period. A written statement of the Lender as to the aggregate amount of such expenses and out of pocket costs will be prima facie evidence of the amount thereof.
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Early Termination of LIBOR Periods. 25 4.3 Inability to Make LIBOR Loans...................................25 4.4 Inability to Maintain LIBOR Loans...............................26
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Early Termination of LIBOR Periods. 18- 8.3 Inability to Make LIBOR Based Loans or Canadian Eurodollar Loans . -19- ARTICLE 9 BANKERS' ACCEPTANCES 9.1 Creation of Bankers' Acceptances . . . . . . . . . . . . . . . . . -19- 9.2 Terms of Acceptance by the Canadian Resident Lenders . . . . . . . -20- (a) Delivery and Payment . . . . . . . . . . . . . . . . . . . -20- (b) No Liability . . . . . . . . . . . . . . . . . . . . . . . -20- (c) Bankers' Acceptances Purchased by Lenders . . . . . . . . . -20- (d) Marketing . . . . . . . . . . . . . . . . . . . . . . . . . -20- (e) Power of Attorney . . . . . . . . . . . . . . . . . . . . . -20- 9.3 General Mechanics . . . . . . . . . . . . . . . . . . . . . . . . . -20- (a) Notice . . . . . . . . . . . . . . . . . . . . . . . . . . -20- (b) Rollovers . . . . . . . . . . . . . . . . . . . . . . . . . -21- (c) Conversion from Canadian Dollar Accommodation . . . . . . . -21- (d) Conversion to Canadian Dollar Accommodation . . . . . . . . -21- (e) Conversion from or to U.S. Dollar Accommodation . . . . . . -22- (f) Authorization . . . . . . . . . . . . . . . . . . . . . . . -22- 9.4 Execution of Bankers' Acceptances . . . . . . . . . . . . . . . . . -22- 9.5 Escrowed Funds . . . . . . . . . . . . . . . . . . . . . . . . . . -22- ARTICLE 10 INCREASED COSTS AND WITHHOLDING TAX 10.1 Increased Costs Due to Changes in Law . . . . . . . . . . . . . . . -23- 10.2 Changes in Circumstances . . . . . . . . . . . . . . . . . . . . . -23- 10.3 Withholding Tax . . . . . . . . . . . . . . . . . . . . . . . . . . -24- (a) Indemnity . . . . . . . . . . . . . . . . . . . . . . . . . -24- (b) Credits or Refunds . . . . . . . . . . . . . . . . . . . . -25- (c) Contesting Taxes . . . . . . . . . . . . . . . . . . . . . -25- 5 -iv-
Sample 1
Early Termination of LIBOR Periods. 26 9.3 Inability to Make LIBOR Based Loans. 27 TABLE OF CONTENTS (continued) Page ARTICLE 10 BANKERS’ ACCEPTANCES 28 10.1 General. 28 10.2 Terms of Acceptance by the Lenders. 28 10.3 General Mechanics. 29 10.4 BA Equivalent Advance. 31 10.5 Execution of Bankers’ Acceptances. 31 10.6 Escrowed Funds. 31 10.7 Market Disruption. 32 ARTICLE 11 LETTERS OF CREDIT 33 11.1 General. 33 11.2 Records. 39 11.3 Certain Notices to the Agent with Respect to Letters of Credit. 39 ARTICLE 12 INCREASED COSTS 40 12.1 Changes in Law. 40 12.2 Changes in Circumstances. 41 12.3 Application of Sections 12.1 and 12.2. 41 12.4 Limitations on Additional Compensation. 41 12.5 Taxes. 42 ARTICLE 13 REPRESENTATIONS AND WARRANTIES OF THE BORROWER 43 13.1 Representations and Warranties. 43 13.2 Acknowledgement. 47 13.3 Survival and Inclusion. 47 ARTICLE 14 COVENANTS OF THE BORROWER 47 14.1 Affirmative Covenants. 47 14.2 Financial Covenants. 51 14.3 Negative Covenants. 51 ARTICLE 15 DESIGNATION OF RESTRICTED SUBSIDIARIES 54 15.1 Designation of Non-Restricted/Restricted Subsidiaries. 54 TABLE OF CONTENTS (continued) Page
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Early Termination of LIBOR Periods. To the extent that the Lender is required to arrange for early termination of any LIBOR Period or to arrange to acquire funds for any period other than a LIBOR Period to permit the Borrower to repay any Accommodation obtained by it under the Swing Line Credit, the Borrower shall reimburse the Lender for all reasonable losses and out-of-pocket expenses incurred by it as a result of the early termination of the LIBOR Period in question or as a result of entering into the new arrangement to the extent that such losses and expenses result from such payment. If any such early termination or new arrangement cannot be effected by the Lender, the Borrower shall continue to pay interest to the Lender in U.S. Dollars, at the LIBOR Rate specified under this Agreement on an amount of U.S. Dollars equal to the amount of the principal repayment for the remainder of the then current LIBOR Period. For the purpose of calculating such losses and out-of-pocket expenses, a certificate of the Lender setting out particulars of the calculation of such amounts shall, in the absence of manifest error, be prima facie evidence thereof.
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Related to Early Termination of LIBOR Periods

  • Early Termination of Agreement (a) The City and the Contractor, by mutual written agreement, may terminate this Agreement at any time.

  • Early Termination In the absence of any material breach of this Agreement, should the Trust elect to terminate this Agreement prior to the end of the term, the Trust agrees to pay the following fees:

  • Automatic Early Termination provision of Section 6(a) will not apply to Party A and will not apply to Party B.

  • Early Termination of Services Termination at any time upon 90 days’ prior written notice. Notwithstanding the second sentence of Section 4(b) of the Agreement, individual Services within this Schedule may be terminated on a per country basis without all other Services being simultaneously terminated. Following the written notice period and coinciding with the early termination by the Recipient of any Service(s) in this Schedule, Early Termination Fees equal to 75% of the monthly cost of such terminated Services shall be charged to Recipient monthly until the earlier of (i) three (3) months after termination or (ii) the expiration of the Term of this Schedule.

  • Early Termination by Borrower Borrower has the option, at any time upon 90 days prior written notice to Lender, to terminate this Agreement by paying to Lender, in cash, the Obligations (including (a) either (i) providing cash collateral to be held by Lender in an amount equal to 105% of the Letter of Credit Usage, or (ii) causing the original Letters of Credit to be returned to Lender, and (b) providing cash collateral (in an amount determined by Lender as sufficient to satisfy the reasonably estimated credit exposure) to be held by Lender for the benefit of the Bank Product Providers with respect to the Bank Product Obligations), in full, together with the Applicable Prepayment Premium. If Borrower has sent a notice of termination pursuant to the provisions of this Section, then Lender's obligations to extend credit hereunder shall terminate and Borrower shall be obligated to repay the Obligations (including (a) either (i) providing cash collateral to be held by Lender in an amount equal to 105% of the Letter of Credit Usage, or (ii) causing the original Letters of Credit to be returned to Lender, and (b) providing cash collateral (in an amount determined by Lender as sufficient to satisfy the reasonably estimated credit exposure) to be held by Lender for the benefit of the Bank Product Providers with respect to the Bank Product Obligations), in full, together with the Applicable Prepayment Premium, on the date set forth as the date of termination of this Agreement in such notice. In the event of the termination of this Agreement and repayment of the Obligations at any time prior to the Maturity Date, for any other reason, including (a) termination upon the election of Lender to terminate after the occurrence and during the continuation of an Event of Default, (b) foreclosure and sale of Collateral, (c) sale of the Collateral in any Insolvency Proceeding, or (d) restructure, reorganization, or compromise of the Obligations by the confirmation of a plan of reorganization or any other plan of compromise, restructure, or arrangement in any Insolvency Proceeding, then, in view of the impracticability and extreme difficulty of ascertaining the actual amount of damages to Lender or profits lost by Lender as a result of such early termination, and by mutual agreement of the parties as to a reasonable estimation and calculation of the lost profits or damages of Lender, Borrower shall pay the Applicable Prepayment Premium to Lender, measured as of the date of such termination.

  • Alternative Calculations and Payment on Early Termination and on Certain Extraordinary Events If (a) an Early Termination Date (whether as a result of an Event of Default or a Termination Event) occurs or is designated with respect to the Transaction or (b) the Transaction is cancelled or terminated upon the occurrence of an Extraordinary Event (except as a result of (i) a Nationalization, Insolvency or Merger Event in which the consideration to be paid to holders of Shares consists solely of cash, (ii) a Merger Event or Tender Offer that is within Counterparty’s control, or (iii) an Event of Default in which Counterparty is the Defaulting Party or a Termination Event in which Counterparty is the Affected Party other than an Event of Default of the type described in Section 5(a)(iii), (v), (vi), (vii) or (viii) of the Agreement or a Termination Event of the type described in Section 5(b) of the Agreement, in each case that resulted from an event or events outside Counterparty’s control), and if Dealer would owe any amount to Counterparty pursuant to Section 6(d)(ii) of the Agreement or any Cancellation Amount pursuant to Article 12 of the Equity Definitions (any such amount, a “Payment Obligation”), then Dealer shall satisfy the Payment Obligation by the Share Termination Alternative (as defined below), unless (a) Counterparty gives irrevocable telephonic notice to Dealer, confirmed in writing within one Scheduled Trading Day, no later than 12:00 p.m. (New York City time) on the Merger Date, Tender Offer Date, Announcement Date (in the case of a Nationalization, Insolvency or Delisting), Early Termination Date or date of cancellation, as applicable, of its election that the Share Termination Alternative shall not apply, (b) Counterparty remakes the representation set forth in Section 8(f) as of the date of such election and (c) Dealer agrees, in its sole discretion, to such election, in which case the provisions of Section 12.7 or Section 12.9 of the Equity Definitions, or the provisions of Section 6(d)(ii) of the Agreement, as the case may be, shall apply.

  • Early Termination of Option The Option, to the extent not previously exercised, and all other rights in respect thereof, whether vested and exercisable or not, shall terminate and become null and void prior to the Expiration Date in the event of: • the termination of the Participant’s employment or services as provided in Section 5.6 of the Plan, or • the termination of the Option pursuant to Section 7.3 of the Plan.

  • Early Termination Notice If the Corporate Taxpayer chooses to exercise its right of early termination under Section 4.1 above, the Corporate Taxpayer shall deliver to the Agent notice of such intention to exercise such right (the “Early Termination Notice”). Upon delivery of the Early Termination Notice or the occurrence of an event described in Section 4.2 or Section 4.3(a), the Corporate Taxpayer shall deliver (i) a schedule showing in reasonable detail the calculation of the Early Termination Payment (the “Early Termination Schedule”) and (ii) any other work papers related to the calculation of the Early Termination Payment reasonably requested by the Agent. In addition, the Corporate Taxpayer shall allow the Agent reasonable access at no cost to the appropriate representatives of the Corporate Taxpayer in connection with a review of such Early Termination Schedule; provided that, in the event of a dispute governed by Section 7.9 or Section 7.10, any such costs shall be borne as set forth in such sections. The Early Termination Schedule shall become final and binding on all parties thirty (30) calendar days from the first date on which the Agent has received such Schedule or amendment thereto unless (x) the Agent, within thirty (30) calendar days after receiving the Early Termination Schedule, provides the Corporate Taxpayer with notice of a material objection to such Schedule made in good faith (“Material Objection Notice”) or (y) the Agent provides a written waiver of such right of a Material Objection Notice within the period described in clause (x) above, in which case such Schedule becomes binding on the date the waiver from the Agent has been received by the Corporate Taxpayer (the “Early Termination Effective Date”). If the Corporate Taxpayer and the Agent, for any reason, are unable to successfully resolve the issues raised in such notice within thirty (30) calendar days after receipt by the Corporate Taxpayer of the Material Objection Notice, the Corporate Taxpayer and the Agent shall employ the Reconciliation Procedures under Section 7.10 or Resolution of Disputes Procedures under Section 7.9, as applicable.

  • Early Termination by Borrowers Borrowers have the option, at any time upon 10 Business Days prior written notice to Agent, to terminate this Agreement and terminate the Commitments hereunder by repaying to Agent all of the Obligations in full. The foregoing notwithstanding, (a) Borrowers may rescind termination notices relative to proposed payments in full of the Obligations with the proceeds of third party Indebtedness if the closing for such issuance or incurrence does not happen on or before the date of the proposed termination (in which case, a new notice shall be required to be sent in connection with any subsequent termination), and (b) Borrowers may extend the date of termination at any time with the consent of Agent (which consent shall not be unreasonably withheld or delayed).

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