Common use of General Provisions Regarding Payments Clause in Contracts

General Provisions Regarding Payments. Section 2.13 All payments by the Borrower of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender at such(d) address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any LIBOR RateSOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63

Appears in 2 contracts

Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Physicians Realty Trust)

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General Provisions Regarding Payments. Section 2.13 All payments by the Borrower Company of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff set-off or counterclaim, free of any restriction or condition. The , and delivered to Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. 12:00 noon (New York City time) on the date due at the Principal Funding and Payment Office for the account of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time)Lenders; for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower Company on the next succeeding Business Day. All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments prepayments of Revolving Loans and Swing Line Loans) shall be accompanied by include payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender Lender, at such(d) its primary address set forth on its signature page hereto or at such other address as such Lender shall indicate in writingmay request, such Lender’s its applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including including, without limitation, all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share applicable Pro Rata Share of any LIBOR RateSOFR Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject Notwithstanding anything to the provisos set forth contrary herein, payments of amounts deposited in the definition of “Interest Period,” whenever(fcollateral account pursuant to Section 2.14(c) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made paid by Company on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (ia) the time date such funds become available fundsamounts are so deposited, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writingb) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default Company elects to apply such amounts in accordance with Section 2.14(c), the terms of Section 9.1(a). Interest shall continue applicable date or dates such amounts are applied to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default prepay Eurodollar Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63Loans.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Simmons Co), Credit and Guaranty Agreement (Simmons Bedding Co)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made delivered to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 1:00 p.m. (New York City time) on the date due at the Principal Office of the Administrative Agent or via wire transfer for the account of immediately available funds to an account designated by the Administrative Agent Xxxxxxx. (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. b) All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by payment of any fees required to be paid in connection with such principal payment pursuant to Section 2.8 and payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (c) The Administrative Agent (or its agent or sub-agent appointed by it) shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such LenderXxxxxx’s applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect related thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (d) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share Pro Rata Share of any LIBOR RateSOFR SOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f(e) Whenever any payment to be made hereunder with respect to any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunderDay. (f) The Administrative Agent may, but shall not be obligated to, deem any payment(g) payment by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 1:00 p.m. (New York City time) (unless a later time is otherwise specified herein with respect to such payment) to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63The

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (New Fortress Energy Inc.)

General Provisions Regarding Payments. Section 2.13 All payments by (a) On the Borrower of principalRevolving Loan Maturity Date, interest, fees and other Obligations(a) hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account all of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. All payments Obligations in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) Loans immediately shall become due and payable without notice or demand, and Company shall be accompanied by payment required to repay all of accrued interest on the principal amount being repaid or prepaidsuch Obligations in full, and all such payments in the case of Obligations (and, in any event, any payments i) in respect of Ancillary Services Agreements, Company shall provide Ancillary Services Collateralization, (ii) in respect of outstanding Letters of Credit, Company shall provide Letter of Credit Collateralization, and (iii) owed to Revolving Lenders under Interest Rate Agreements and Currency Agreements, Company shall pay any Loan on termination amount then applicable (or which would or could become applicable as a date when interest is result of repayment of the other Obligations) under such Interest Rate Agreements or Currency Agreements (other than such agreements that, at such time, are allowed by the applicable Lender Counterparty to remain outstanding without being required to be repaid or collateralized). On the Final Maturity Date, all of the Obligations in respect of the Term Loans immediately shall become due and payable with respect to such Loan) without notice or demand, and Company shall be applied required to repay all of such Obligations in full (including in the payment case of interest Obligations in respect of Interest Rate Agreements and Currency Agreements, paying any termination amount then applicable (or which would or could become applicable as a result of repayment of the other Obligations) under such Interest Rate Agreements or Currency Agreements (other than such agreements that, at such time, are allowed by the applicable Lender Counterparty to remain outstanding without being required to be repaid or collateralized). On the Final Maturity Date, all of the Obligations in respect of the [**] Delayed Draw Term Loans and the Additional Delayed Draw Term Loans immediately shall become due and payable before application without notice or demand, and Company shall be required to principal. The Administrative Agent shall promptly distribute to each Lender repay all of such Obligations in full (including in the case of Obligations in respect of Interest Rate Agreements and Currency Agreements, paying any termination amount then applicable (or which would or could become applicable as a result of repayment of the other Obligations) under such Interest Rate Agreements or Currency Agreements (other than such agreements that, at such(d) address as such Lender shall indicate in writingtime, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received are allowed by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) Conversion/Continuation Notice is withdrawn as applicable Lender Counterparty to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any LIBOR RateSOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment remain outstanding without being required to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder repaid or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(acollateralized). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (AvidXchange Holdings, Inc.)

General Provisions Regarding Payments. Section 2.13 All payments (including prepayments) to be made by the Borrower of principal, interest, fees and other Obligations(a) hereunder or Company under any other Credit Document Financing Document, including payments of principal of and premium and interest on the Notes, fees, expenses and indemnities, shall be made in Dollars without set-off or counterclaim and in immediately available funds, without defense, recoupment, setoff or counterclaim, free of . If any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is becomes due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender at such(d) address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any LIBOR RateSOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not other than a Business Day, such payment shall be made on extended to the next succeeding Business Day and such extension and, with respect to payments of time principal, interest thereon shall be included payable at the then applicable rate during such extension. The Company shall make all payments in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed immediately available funds to have been made each Lender's Payment Account before 11:00 A.M. (New York City time) on the date therefor for all other purposes hereunderwhen due. The Administrative Agent may, but shall not be obligated to, deem any payment(gEach payment (including prepayments) by the Company on account of principal of and interest on any Loans shall be made pro rata according to the respective outstanding principal amounts of such Class of Loans held by each Lender. All amounts payable by the Company hereunder or under any other Financing Document not paid when due (other than payments of principal and interest on behalf the Notes, which shall bear interest as set forth therein) shall bear interest, payable on demand, for each day until paid at a rate per annum equal to 2% plus the then applicable rate of interest charged on such amounts under the Borrower hereunder that is Financing Documents (or, if the Financing Documents do not made in same day funds prior to 2:00 p.m. provide for any interest to be a non-conforming payment. Any charged on such payment shall not be deemed amounts, 2% plus the then applicable rate of interest charged on Working Capital Loans); provided, that, solely with respect to have been received reimbursable expenses and other unscheduled amounts payable from time to time by the Administrative Agent until the later of (i) the time such funds become available fundsCompany hereunder or under any other Financing Document, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or so long as no Event of Default is then in accordance existence the interest provided for in this sentence with respect to any reimbursable expenses or other such unscheduled amounts shall not accrue until the terms lapse of Section 9.1(a). Interest shall continue to accrue on three Business Days following the delivery by the Agent or any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment Lender to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date Company of a statement, in reasonable detail, setting forth such amount was then due and payable until the date such amount is paid in full. 63expenses or other amounts.

Appears in 1 contract

Samples: Credit Agreement (Si International Inc)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made delivered to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 1:00 p.m. (New York City time) on the date due at the Principal Office of the Administrative Agent or via wire transfer for the account of immediately available funds to an account designated by the Administrative Agent Xxxxxxx. (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. b) All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by payment of any fees required to be paid in connection with such principal payment pursuant to Section 2.8 and payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (c) The Administrative Agent (or its agent or sub-agent appointed by it) shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such LenderXxxxxx’s applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect related thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (d) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share Pro Rata Share of any LIBOR RateSOFR SOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f(e) Whenever any payment to be made hereunder with respect to any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunderDay. (f) The Administrative Agent may, but shall not be obligated to, deem any payment(g) payment by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 1:00 p.m. (New York City time) (unless a later time is otherwise specified herein with respect to such payment) to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a7.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63succeeding

Appears in 1 contract

Samples: Credit Agreement (New Fortress Energy Inc.)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR RateSOFR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (f) Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Commitment Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. (g) The Administrative Agent may, but shall not be obligated to, deem any payment(g) payment by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such non-conforming payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63the

Appears in 1 contract

Samples: Credit Agreement (Ebix Inc)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower or any other Credit Party of principal, interest, fees and other Obligations(a) amounts required to be made hereunder or under any other Credit Document shall be made by wire transfer of same day funds in Dollars in immediately available fundsDollars, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and to the Borrower hereby authorizes account of the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with most recently designated by it for such purpose and received by the Administrative Agent or any of its Affiliates and designated for such purpose by not later than 1:00 p.m. (New York City time) on the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees date due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the LendersPersons entitled thereto; provided that payments required to be made directly to an Issuing Bank or the Swing Ling Lender shall be so made and payments made pursuant to Sections 2.18(c), not later than 2:00 p.m. on 2.19, 2.20, 10.2 and 10.3 shall be made directly to the date due at the Principal Office of the Persons entitled thereto. The Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds shall distribute any payment received by it hereunder for the Administrative Agent after that time on such due date shall be deemed account of any other Person to have been paid by the Borrower on the next Business Dayappropriate recipient promptly following receipt thereof. (b) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments prepayments of Base Rate Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender at such(d(c) address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) If any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share Pro Rata Share of any LIBOR RateSOFR LoansBSBY Rate Loan, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (d) Subject to the provisos proviso set forth in the definition of “Interest Period,” whenever(f) ”, whenever any payment to be made hereunder with respect to any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day Day, and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g(e) Any payment hereunder by or on behalf of the Borrower hereunder to the Administrative Agent that is not made received by the Administrative Agent in same day funds prior to 2:00 1:00 p.m. to be a non-conforming payment. Any such payment (New York City time) on the date due shall, unless the Administrative Agent shall not determine otherwise, be deemed to have been received, for purposes of computing interest and fees hereunder (including for purposes of determining the applicability of Section 2.10), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the funds received become available funds). (f) If an Event of Default shall have occurred and the maturity of the Loans shall have been accelerated pursuant to Section 8.1, all payments or proceeds received by the Administrative Agent until or the later Collateral Agent in respect of (i) any of the time such funds become available fundsObligations, and (ii) or from any sale of, collection from or other realization upon all or any part of the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice Collateral, shall, subject to the Borrower requirements of the ABL Intercreditor Agreement, be applied in the following order: DMFIRM #406105327 v12 120 First, to payment of that portion of the Obligations constituting fees, indemnities, expenses and each applicable other amounts (other than principal, interest, any reimbursement of a drawing under a Letter of Credit or any fees due to any Issuing Bank in its capacity as such, any Designated Cash Management Services Obligations and any Designated Hedge Obligations) payable to the Administrative Agent, the Collateral Agent, any other Agent, any Issuing Bank or the Swing Line Lender in its capacity as such (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default the amounts so applied to be distributed among such Secured Parties pro rata in accordance with the terms amounts of Section 9.1(a). Interest shall continue such Obligations owed to accrue them on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of any such distribution); Second, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Protective Advances and the Out-of-Formula Loans; Third, to payment of that portion of the Obligations constituting principal of the Protective Advances and the Out-of-Formula Loans; Fourth, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Swing Line Loans; Fifth, to payment of that portion of the Obligations constituting principal of the Swing Line Loans; Sixth, to payment of that portion of the Obligations constituting unreimbursed drawings under Letters of Credit and fees (including the fees accrued under Section 2.11) payable to any Issuing Bank in its capacity as such (the amounts so applied to be distributed among the Issuing Banks pro rata in accordance with the amounts of such Obligations owed to them on the date of any such distribution); Seventh, to payment of an amount to the next succeeding applicable Business DayAdministrative Agent equal to 103% of the maximum aggregate amount that is, or at any time thereafter pursuant to the terms thereof may become, available for drawing under all outstanding Letters of Credit (regardless of whether any conditions for drawing could then be met), to Cash Collateralize such Obligations for the ratable benefit of the Issuing Banks; Eighth, to payment of that portion of the Obligations constituting indemnities, expenses and other amounts (other than principal, interest, fees, any Designated Cash Management Services Obligations and any Designated Hedge Obligations) at payable to the Default Rate Lenders (unless otherwise provided by the Required Lenders) from amounts so applied to be distributed among the Lenders pro rata in accordance with the amounts of such Obligations owed to them on the date of any such amount was due distribution); Ninth, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Revolving Loans and fees payable until to any Lender in its capacity as such (including all fees accrued under Section 2.11) (the amounts so applied to be distributed among the Lenders pro rata in accordance with the amounts of such Obligations owed to them on the date of any such amount is paid in full. 63distribution); DMFIRM #406105327 v12 121

Appears in 1 contract

Samples: Credit and Guaranty Agreement (QualTek Services Inc.)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower Borrowers of principal, premium, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shallInterest on the Notes shall be computed on the basis of a 360-day year of twelve 30-day months. All payments of interest on the Notes shall be paid to the persons in whose names such Notes are registered on the Security Register at the close of business on the date fifteen (15) calendar days immediately preceding the related Interest Payment Date (the “Regular Record Date”) and all payments of principal on the Notes shall be paid to the persons in whose names such Notes are registered on the applicable Liquidity Event Payment Date or at the Stated Maturity Date, and as applicable. Payments of principal (including Capitalized Interest) on any Note (other than on a Liquidity Event Payment Date as set forth in Section 9.06) shall be payable without the Borrower hereby authorizes presentation or surrender of such Note or the Administrative Agent tomaking of any notation thereon, debit a deposit account except that upon written request of the Borrower Borrowers made concurrently with or reasonably promptly after payment or prepayment in full of any Note, the Lenders shall surrender such Note for cancellation reasonably promptly after any such request, to the Borrowers at their principal executive office. Payments of its Subsidiaries held interest on Notes shall be made, in accordance with this Agreement and subject to applicable laws and regulations, by check mailed on or before the Administrative Agent or any of its Affiliates and designated due date for such purpose payment to the Person entitled thereto at such Person’s address appearing on the Security Register or by wire transfer to such account as any Lender shall designate by written instructions received by any Borrower no less than 15 days prior to any applicable Interest Payment Date, which wire instruction shall continue in effect until such time as such Lender otherwise notifies the Borrower Borrowers or such Subsidiary in order to cause timely payment to Lender no longer is the registered owner of such Note or Notes. All payments shall be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 3:00 p.m. (New York City time) on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time)due; for purposes of computing interest and fees, funds received by the Administrative Agent any Lender after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender at such(d) address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any LIBOR RateSOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made Borrowers on the next succeeding Business Day and such extension of time Day. Until the Borrowers receive instructions to the contrary, all payments to the Purchaser shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid address specified in full. 63Section 12.01.

Appears in 1 contract

Samples: Purchase Agreement (Prommis Solutions Holding Corp.)

General Provisions Regarding Payments. Section 2.13 All payments by the Borrower Company of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The , and delivered to Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 12:00 p.m. (New York City time) on the date due at the Administrative Agent's Principal Office for the account of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time)Lenders; for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower Company on the next succeeding Business Day. All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by include payment of accrued interest on the principal amount being repaid or prepaidprepaid interest , and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s 's applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including including, without limitation, all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share Pro Rata Share of any LIBOR RateSOFR Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of "Interest Period,” whenever(f) ", whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes commitment fees hereunder. The Company hereby authorizes Administrative Agent mayto charge Company's accounts with Administrative Agent in order to cause timely payment to be made to Administrative Agent of all principal, but interest, fees and expenses due hereunder (subject to sufficient funds being available in its accounts for that purpose). Administrative Agent shall not be obligated to, deem any payment(g) payment by or on behalf of the Borrower Company hereunder that is not made in same day funds prior to 2:00 12:00 p.m. (New York City time) to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower Company and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a8.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) rate determined pursuant to Section 2.10 from the date such amount was due and payable until the date such amount is paid in full. 63.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Northpoint Communications Group Inc)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any LIBOR RateSOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 6355

Appears in 1 contract

Samples: Credit Agreement (Physicians Realty L.P.)

General Provisions Regarding Payments. Section 2.13 All payments by the Borrower Company of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff set-off or counterclaim, free of any restriction or condition. The , and delivered to Administrative Agent shall, not later than 12:00 noon (New York City time) on the CREDIT AND GUARANTY AGREEMENT EXECUTION 824610-New York Server 7A date due at the Funding and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, Payment Office for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower Company on the next succeeding Business Day. All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments prepayments of Revolving Loans and Swing Line Loans) shall be accompanied by include payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender Lender, at such(d) its primary address set forth on its signature page hereto or at such other address as such Lender shall indicate in writingmay request, such Lender’s its applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including including, without limitation, all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share applicable Pro Rata Share of any LIBOR RateSOFR Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject Notwithstanding anything to the provisos set forth contrary herein, payments of amounts deposited in the definition of “Interest Period,” whenever(fcollateral account pursuant to Section 2.14(c) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made paid by Company on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (ia) the time date such funds become available fundsamounts are so deposited, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writingb) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default Company elects to apply such amounts in accordance with Section 2.14(c), the terms of Section 9.1(a). Interest shall continue applicable date or dates such amounts are applied to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default prepay Eurodollar Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63Loans.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Simmons Co /Ga/)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR RateSOFR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (f) Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63Commitment 55

Appears in 1 contract

Samples: Credit Agreement (Orion Group Holdings Inc)

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General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any LIBOR RateSOFR Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 6358

Appears in 1 contract

Samples: Credit Agreement (Orion Group Holdings Inc)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR RateSOFR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 6363 130164155_5

Appears in 1 contract

Samples: Credit Agreement (Ebix Inc)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff set-off or counterclaim, free of any restriction or condition. The , and delivered to Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 (x) 12:00 p.m. (New York City time) on the date due at the Principal Office of the designated by Administrative Agent or via wire transfer for the account of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time)Lenders; for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next succeeding Business Day. (b) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments prepayments of Revolving Loans that are Base Rate Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The (c) Administrative Agent (or its agent or sub-agent appointed by it) shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including including, all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing, it is understood and agreed that on the 2018 Revolving Commitment Maturity Date, prepayments of Revolving Loans shall be directed on a non-ratable basis (as amongst the Revolving Loans) to pay in full the 2018 Revolving Loans. (d) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share Pro Rata Share of any LIBOR RateSOFR Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (e) Subject to the provisos set forth in the definition of “Interest Period,whenever(f) as they may apply to Revolving Loans, whenever any payment to be made hereunder with respect to any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and and, with respect to Revolving Loans only, such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee Revolving Commitment fees hereunder. (f) Except as otherwise expressly provided herein, but all payments by Borrower hereunder shall be made to Administrative Agent, for the account of the respective Lenders to which such payment shall be deemed to have been made on is owed, in Dollars and otherwise in the date therefor for all other purposes hereundermanner set forth in clause (a) of this Section 2.16. The (g) Administrative Agent may, but shall not be obligated to, deem any payment(g) payment by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 12:00 p.m. (New York City time) to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next succeeding Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a8.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63- 79 -

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR RateSOFR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (f) Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Commitment Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. (g) The Administrative Agent may, but shall not be obligated to, deem any payment(g) payment by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 6359

Appears in 1 contract

Samples: Credit Agreement (Orion Group Holdings Inc)

General Provisions Regarding Payments. Section 2.13 (a) All payments by the Borrower of principal, interest, fees and other Obligations(a) Obligations hereunder or under any other Credit Document shall be made in Dollars in immediately available funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 (b) In the event that the Administrative Agent is unable to debit a deposit account of(b) of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (c) All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such(d) such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR RateSOFR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (f) Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63,

Appears in 1 contract

Samples: Credit Agreement (Physicians Realty Trust)

General Provisions Regarding Payments. Section 2.13 All payments by the Borrower Company of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff set-off or counterclaim, free of any restriction or condition. The , and delivered to Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. 12:00 noon (New York City time) on the date due at the Principal Funding and Payment Office for the account of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time)Lenders; for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower Company on the next succeeding Business Day. All payments in respect of the principal amount of any Term Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by include payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Term Loan on a date when interest is due and payable with respect to such Term Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender Lender, at such(d) its primary address set forth on its signature page hereto or at such other address as such Lender shall indicate in writingmay request, such Lender’s its applicable pro rata share Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including SENIOR UNSECURED TERM LOAN EXECUTION AND GUARANTY AGREEMENT 838278-New York Server 7A including, without limitation, all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share applicable Pro Rata Share of any LIBOR RateSOFR Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunder, but such payment shall be deemed to have been made on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (i) the time such funds become available funds, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in full. 63.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Simmons Co /Ga/)

General Provisions Regarding Payments. Section 2.13 All xiv)All payments by the Borrower or any other Credit Party of principal, interest, fees and other Obligations(a) amounts required to be made hereunder or under any other Credit Document shall be made by wire transfer of same day funds in Dollars in immediately available fundsDollars, without defense, recoupment, setoff set-off or counterclaim, free of any restriction or condition. The Administrative Agent shall, and to the Borrower hereby authorizes account of the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with most recently designated by it for such purpose and received by the Administrative Agent or any of its Affiliates and designated for such purpose by not later than 1:00 p.m. (New York City time) on the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees date due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the LendersPersons entitled thereto; provided that payments made pursuant to Sections 2.17(c), not later than 2:00 p.m. on 2.18, 2.19, 10.2 and 10.3 shall be made directly to the date due at the Principal Office of the Persons entitled thereto. The Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds shall distribute any payment received by it hereunder for the Administrative Agent after that time on such due date shall be deemed account of any other Person to have been paid by the Borrower on the next Business Dayappropriate recipient promptly following receipt thereof. All payments in respect of the principal amount of any Loan (other than(c) voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender at such(d) address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) If any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share applicable Pro Rata Share of any LIBOR RateSOFR LoansEurodollar Rate Borrowing, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject Any payment hereunder by or on behalf of the Borrower to the provisos set forth in the definition of “Interest Period,” whenever(f) any payment to be made hereunder shall be stated to be due on a day Administrative Agent that is not a Business Day, such payment shall be made received by the Administrative Agent in same day funds prior to 1:00 p.m. (New York City time) on the next succeeding Business Day and such extension of time date due shall, unless the Administrative Agent shall be included in the computation of the payment of interest hereunder or of the Facility Fee hereunderdetermine otherwise, but such payment shall be deemed to have been made received, for purposes of computing interest and fees hereunder (including for purposes of determining the applicability of Section 2.9), on the Business Day immediately following the date therefor for of receipt (or, if later, the Business Day immediately following the date the funds received become available funds). If an Event of Default shall have occurred and the maturity of the Loans shall have been accelerated pursuant to Section 8.1, all other purposes hereunder. The payments or proceeds received by the Administrative Agent or the Collateral Agent in respect of any of the Obligations, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall, subject to the requirements of any applicable Permitted Intercreditor Agreement, be applied in accordance with the application arrangements set forth in the Pledge and Security Agreement. Unless the Administrative Agent shall have been notified by the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in its sole discretion, but shall not be obligated to, deem any payment(g) by or on behalf distribute to the Lenders the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Borrower hereunder that is not made in same day funds prior Lenders severally agrees to 2:00 p.m. pay to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until forthwith on demand the later of (i) the time amount so distributed to such funds become available fundsLender with interest thereon, for each day from and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default in accordance with the terms of Section 9.1(a). Interest shall continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until including the date such amount is paid in full. 63distributed to it to but excluding the date of payment to the Administrative Agent (i) at any time prior to the third Business Day following the date such amount is distributed to it, the customary rate set by the Administrative Agent for the correction of errors among banks and (ii) thereafter, the Base Rate.

Appears in 1 contract

Samples: Term Credit and Guaranty Agreement (PetIQ, Inc.)

General Provisions Regarding Payments. Section 2.13 All payments by the Borrower Company of principal, interest, fees and other Obligations(a) hereunder or under any other Credit Document Obligations shall be made in Dollars in immediately available same day funds, without defense, recoupment, setoff set-off or counterclaim, free of any restriction or condition. The , and delivered to Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates and designated for such purpose by the Borrower or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). 62 In the event that the Administrative Agent is unable to debit a deposit account of(b) the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest and fees due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of the Lenders, not later than 2:00 p.m. 12:00 Noon (New York City time) on the date due at the Principal Funding and Payment Office for the account of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time)Lenders; for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower Company on the next succeeding Business Day. All payments in respect of the principal amount of any Loan (other than(c) than voluntary repayments prepayments of Revolving Loans and Swing Line Loans) shall be accompanied by include payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. The Administrative Agent shall promptly distribute to each Lender Lender, at such(d) its primary address set forth on its signature page hereto or at such other address as such Lender shall indicate in writingmay request, such Lender’s applicable pro rata share its Pro Rata Share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including including, without limitation, all fees payable with respect thereto, to the extent received by the Administrative Agent. Notwithstanding the foregoing provisions hereof, if any(e) any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share Pro Rata Share of any LIBOR RateSOFR Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. Subject to the provisos set forth in the definition of “Interest Period,” whenever(f) Whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Facility Fee commitment fees hereunder, but such payment as the case may be. Notwithstanding anything to the contrary herein, payments of amounts deposited in the collateral account pursuant to SECTION 2.14(d) shall be deemed to have been made paid by Company on the date therefor for all other purposes hereunder. The Administrative Agent may, but shall not be obligated to, deem any payment(g) by or on behalf of the Borrower hereunder that is not made in same day funds prior to 2:00 p.m. to be a non-conforming payment. Any such payment shall not be deemed to have been received by the Administrative Agent until the later of (ia) the time date such funds become available fundsamounts are so deposited, and (ii) the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writingb) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default Company elects to apply such amounts in accordance with SECTION 2.14(d), the terms of Section 9.1(a)applicable date or dates such amounts are applied to prepay Eurodollar Rate Loans. Interest shall continue Company hereby authorizes Administrative Agent to accrue on any principal as charge Company's accounts with Administrative Agent in order to which a non-conforming payment is made until such funds become available funds (but in no event less than the period from the date of such cause timely payment to the next succeeding applicable Business Day) at the Default Rate be made to Administrative Agent of all principal, interest, fees and expenses due hereunder (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid subject to sufficient funds being available in full. 63its accounts for that purpose).

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Simmons Co /Ga/)

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