Common use of Loans Clause in Contracts

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 5 contracts

Sources: Revolving Credit Agreement (Alcoa Inc), Revolving Credit Agreement (Alcoa Inc), Revolving Credit Agreement (Alcoa Inc)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 3,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 8 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of as directed by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender's Pro Rata Percentage of such L/C Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and such payment shall be deemed to have reduced the L/C Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 5 contracts

Sources: Credit Agreement (Amis Holdings Inc), Credit Agreement (Amis Holdings Inc), Credit Agreement (Amis Holdings Inc)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 500,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and (c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Revolving Credit Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Revolving Credit Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph (f) to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 5 contracts

Sources: First Lien Credit Agreement (STR Holdings LLC), First Lien Credit Agreement (STR Holdings LLC), First Lien Credit Agreement (STR Holdings (New) LLC)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 100,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)500,000. (b) Each Subject to Sections 2.08 and 2.14, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 5 contracts

Sources: Second Lien Credit Agreement (STR Holdings LLC), Second Lien Credit Agreement (STR Holdings LLC), Second Lien Credit Agreement (STR Holdings LLC)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f) or Loans made pursuant to Section 2.22, (x) the Loans comprising each any Term Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement or (ii) equal to the remaining available balance of the applicable Commitments and (y) the Loans comprising any Revolving Credit Borrowing shall be in an aggregate principal amount that is (i) an integral multiple of $500,000 and not less than $500,000 or (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08, 2.15 and 2.22, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided further that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate twelve Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided with respect to Loans made pursuant to (i) Section 2.02(f) or (ii) Loans made pursuant to Section 2.22 (which Loans shall be made in accordance with Section 2.102.22), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender agrees, and the applicable Borrower severally agree agrees, to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and (c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Revolving Credit Borrowing and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Revolving Credit Lender shall not constitute a Loan and shall not relieve the Borrower from their obligations to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender agrees, and the Borrower agrees to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to ABR Revolving Loans pursuant to Section 2.06(a) and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 5 contracts

Sources: Amendment and Restatement Agreement (Advanced Disposal Services, Inc.), Credit Agreement (Advanced Disposal Services, Inc.), Credit Agreement (ADS Waste Holdings, Inc.)

Loans. (a) Each Loan Borrowing made by the Company on any date shall be in an integral multiple of $1,000,000 and in a minimum aggregate principal amount of $10,000,000. Committed Loans shall be made as part of a Borrowing consisting of Loans made by the Lenders Banks ratably in accordance with their respective applicable CommitmentsCommitments on the Borrowing Date of the Committed Borrowing; provided, however, that the failure of any Lender Bank to make any Loan shall not in itself relieve any other Lender Bank of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)hereunder. (b) Each Borrowing Committed Loan shall be comprised entirely of a Eurodollar Loans Loan or ABR Loansan Alternate Base Loan, as the applicable Borrower Company may request pursuant subject to and in accordance with Section 2.032.2 or Section 2.3(b), as applicable. Each Lender Bank may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or a foreign branch or Affiliate of such Lender Bank to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower Company to repay such Loan in accordance with the terms of this AgreementAgreement or increase the Company’s obligations to such Bank hereunder. Borrowings Loans of more than one Type interest rate option may be outstanding at the same time; provided, however, that no Borrower the Company shall not be entitled to request any Borrowing Loan which, if made, would result in an aggregate of more than five ten separate Eurodollar Loans of any Lender Interest Periods being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.3, each Lender Bank shall make its portion of each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder Committed Borrowing on the proposed date Borrowing Date thereof by wire transfer of paying the amount required to the Paying Agent at the Principal Office in immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Paying Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made Company with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Paying Agent or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior Banks as soon as practicable; provided, however, if and to the date of extent the Paying Agent fails to return any such amounts to a Bank on the Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of Date for such Borrowing, the Administrative Paying Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower shall pay interest on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereonunreturned amounts, for each day from such Borrowing Date to the date such amount is made available amounts are returned to such Borrower until the date such amount is repaid to the Administrative AgentBank, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementFederal Funds Effective Rate. (d) Notwithstanding any other provision The outstanding principal amount of this Agreement, no Borrower each Committed Loan shall be entitled to request any Borrowing if due and payable on the Interest Period requested with respect thereto would end after the Maturity Termination Date.

Appears in 4 contracts

Sources: Revolving Credit Facility Agreement (Southwest Airlines Co), Revolving Credit Facility Agreement (Southwest Airlines Co), Revolving Credit Facility Agreement (Southwest Airlines Co)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Each Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to and in integral amounts consistent with) the remaining balance of the applicable Commitments, as the case may be)Minimum Amount. (b) Each Subject to Section 2.11 and Section 2.12, each Borrowing shall be comprised entirely of Eurodollar Base Rate Loans or ABR Loans, Eurodollar Rate Loans as the applicable Borrower may request pursuant to Section 2.03; provided that all Loans comprising the same Borrowing shall at all times be of the same Type. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Rate Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight (8) Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement Rate Borrowings hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of the Borrower to which such Loan is to be made as directed by the Borrower in the applicable Borrowing Request maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Interbank Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and the Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreementanything to the contrary contained herein, no the Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity DateDate of such Loans.

Appears in 4 contracts

Sources: Refinancing Amendment Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 1.0 million or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; providedprovided that, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) Section 2.02(c), and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing of Eurodollar Loans if the Interest Period requested with respect thereto would end after the Revolving Maturity Date or the Term Loan Maturity Date, as applicable. (f) If the Issuing Bank shall not have received from Borrower the payment required to be made by Section 2.17(e) within the time specified in such section, the Issuing Bank will promptly notify the Administrative Agent of the LC Disbursement and the Administrative Agent will promptly notify each Revolving Lender of such LC Disbursement and its Pro Rata Percentage thereof. Each Revolving Lender shall pay by wire transfer of immediately available funds to the Administrative Agent on such date (or, if such Revolving Lender shall have received such notice later than 12:00 noon, New York City time, on any day, not later than 11:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such LC Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender, and such payment shall be deemed to have reduced the LC Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from Borrower pursuant to Section 2.17(e) prior to the time that any Revolving Lender makes any payment pursuant to this Section 2.02(f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Lender shall not have made its Pro Rata Percentage of such LC Disbursement available to the Administrative Agent as provided above, such Lender and Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this Section 2.02(f) to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 4 contracts

Sources: Credit Agreement (Herbalife Ltd.), Credit Agreement (Herbalife Ltd.), Credit Agreement (Herbalife Ltd.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of the Dollar Equivalent of $1,000,000 and not less than the Dollar Equivalent of $10,000,000 50,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar LIBOR Loans or ABR Base Rate Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar LIBOR Loans in each currency (Dollars or Euros) of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR a Base Rate Loan or (B) a Eurodollar LIBOR Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A.The Bank of New York Mellon, or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) The occurrence of any Lender becoming a Defaulting Lender shall not relieve any other Lender of its obligation to make a Loan or payment on such date but no such other Lender shall be responsible for the failure of any Defaulting Lender to make a Loan or payment required under this Agreement. (e) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 3 contracts

Sources: Credit Agreement (Arconic Inc.), Revolving Credit Agreement (Alcoa Inc), Revolving Credit Agreement (Alcoa Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar LIBOR Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar LIBOR Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar LIBOR Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 4:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 3 contracts

Sources: Revolving Credit Agreement (Alcoa Inc), Revolving Credit Agreement (Alcoa Inc), Revolving Credit Agreement (Alcoa Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Each Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 (except, with respect to any Incremental Term Loans or an aggregate principal amount Other Term Loans, to the extent otherwise provided in the applicable Incremental Amendment or Refinancing Amendment) or (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08, 3.02 and 3.04, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Lender to make such Loan and the Borrower to repay such Loan to such Lender in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to Borrowings in the Borrowers and aggregate outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate from time to time not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of as directed by the Borrower to which such Loan is to be made in the applicable Request for Credit Extension maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Lenders within two Business Days. (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (cSection 2.02(c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 3 contracts

Sources: Credit Agreement (Surgery Partners, Inc.), Term Loan Amendment (Surgery Partners, Inc.), Credit Agreement (Surgery Partners, Inc.)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.18(e), Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.18(e), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date or the Term Loan Maturity Date, as applicable.

Appears in 3 contracts

Sources: Credit Agreement (Norcraft Companies Lp), Credit Agreement (Norcraft Companies Lp), Credit Agreement (Norcraft Companies Lp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 5,000,000 and not less than $10,000,000 25,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to subsection (d) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.noon, New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of or accounts specified from time to time in one or more notices delivered by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Loans shall be made by the Lenders pro rata in accordance with Section 2.12. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph subsection (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower (without waiving any claim against such Lender for such Lender’s failure to make such portion available) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding The Borrower may refinance all or any other provision part of any Borrowing with a Borrowing of the same or a different Type, subject to the conditions and limitations set forth in this Agreement, no Borrower . Any Borrowing or part thereof so refinanced shall be entitled deemed to request any be repaid or prepaid in accordance with Section 2.05 or 2.09, as applicable, with the proceeds of a new Borrowing, and the proceeds of the new Borrowing, to the extent they do not exceed the principal amount of the Borrowing if being refinanced, shall not be paid by the Interest Period requested with respect thereto would end after Lenders to the Maturity DateAgent or by the Agent to the Borrower pursuant to subsection (c) above.

Appears in 3 contracts

Sources: Revolving Credit Agreement (Txu Energy Co LLC), Revolving Credit Agreement (Txu Corp /Tx/), Revolving Credit Agreement (Txu Energy Co LLC)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 10 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans deemed made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to an account in the general deposit account name of the Borrower, designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agentapplicable Borrowing Request, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if (i) the Interest Period requested with respect thereto would end after the Revolving Credit Maturity DateDate or (ii) any Swingline Loan would be outstanding after giving effect to the use of proceeds of such Borrowing. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender's Pro Rata Percentage of such L/C Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and such payment shall be deemed to have reduced the L/C Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 3 contracts

Sources: Credit Agreement (Malek Frederic V), Credit Agreement (Fs Equity Partners Iii Lp), Credit Agreement (Blum Capital Partners Lp)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; providedPROVIDED, howeverHOWEVER, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, PROVIDED that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 10 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans deemed made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to an account in the general deposit account name of the Borrower, designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agentapplicable Borrowing Request, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if (i) the Interest Period requested with respect thereto would end after the Revolving Credit Maturity DateDate or (ii) any Swingline Loan would be outstanding after giving effect to the use of proceeds of such Borrowing. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00

Appears in 3 contracts

Sources: Credit Agreement (Koll Donald M), Credit Agreement (Cb Richard Ellis Services Inc), Credit Agreement (Cb Richard Ellis Services Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 5,000,000 and not less than $10,000,000 25,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to paragraph (d) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.noon, New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of or accounts specified from time to time in one or more notices delivered by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Loans shall be made by the Lenders pro rata in accordance with Section 2.12. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower (without waiving any claim against such Lender for such Lender's failure to make such portion available) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding The Borrower may refinance all or any other provision part of any Borrowing with a Borrowing of the same or a different Type, subject to the conditions and limitations set forth in this Agreement, no Borrower . Any Borrowing or part thereof so refinanced shall be entitled deemed to request any be repaid or prepaid in accordance with Section 2.05 or 2.09, as applicable, with the proceeds of a new Borrowing, and the proceeds of the new Borrowing, to the extent they do not exceed the principal amount of the Borrowing if being refinanced, shall not be paid by the Interest Period requested with respect thereto would end after Lenders to the Maturity DateAgent or by the Agent to the Borrower pursuant to paragraph (c) above.

Appears in 3 contracts

Sources: Credit Agreement (Txu Corp /Tx/), Credit Agreement (Txu Corp /Tx/), Credit Agreement (Txu Corp /Tx/)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided further that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate (5) Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender (i) in the case of a Eurodollar Loan, prior to the date of any Borrowing and (ii) in the case of an ABR Loan prior to 1:00 p.m., New York City time, on the date of any Borrowing, in either case that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (iA) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (iiB) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 3 contracts

Sources: Credit Agreement (School Specialty Inc), Credit Agreement (School Specialty Inc), Credit Agreement (School Specialty Inc)

Loans. (a) Each Loan shall be made in Dollars as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (2,000,000 or an aggregate principal amount equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent in New York, New York, may designate not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand (but without duplication) such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no . Any payment by the Borrower shall be entitled without prejudice to request any Borrowing if claim the Interest Period requested with respect thereto would end after Borrower may have against a Lender that shall have failed to make such payment to the Maturity DateAdministrative Agent.

Appears in 3 contracts

Sources: Superpriority Secured Debtor in Possession Term Loan Agreement (RCS Capital Corp), First Lien Term Loan Agreement, First Lien Term Loan Agreement

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Each Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to and in integral amounts consistent with) the remaining balance of the applicable Commitments, as the case may be)Minimum Amount. (b) Each Subject to Section 2.11 and Section 2.12, each Borrowing shall be comprised entirely of Eurodollar ABR Loans or ABR Loans, Eurocurrency Loans as the applicable Administrative Borrower may request pursuant to Section 2.03; provided that all Loans comprising the same Borrowing shall at all times be of the same Type. Each Lender may at its option fulfill its Commitment with respect to make any Eurocurrency Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar eight (8) Eurocurrency Borrowings of U.S. Term Loans or more than four (4) Eurocurrency Borrowings of any Lender being made to the Borrowers and Canadian Term Loans outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of the applicable Borrower to which such Loan is to be made as directed by Administrative Borrower in the applicable Borrowing Request maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable such Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Interbank Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and the applicable Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreementanything to the contrary contained herein, no Borrower shall be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Final Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Novelis Inc.), Credit Agreement (Novelis South America Holdings LLC)

Loans. (a) Each Loan loan hereunder (collectively, the "Loans") shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.8 and 2.13, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.032.3. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that (i) any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this AgreementAgreement and (ii) the exercise of such option shall not result in an increase in Statutory Reserves above those applicable to members of the Federal Reserve System. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate three Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each the Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof Closing Date by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit an account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such designated by the Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. applicable borrowing request. (d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. on the date of any Borrowing Closing Date that such Lender will shall not make available to the Administrative Agent such Lender's portion of the Borrowing to be effected on such BorrowingDate, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Closing Date in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date the Closing Date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, the Borrower and such Lender and the applicable Borrower severally agree to repay to the Administrative Agent Agent, in the case of the Borrower, within one Business Day of demand, and in the case of such Lender, forthwith on demand demand, such corresponding amount together with interest thereon, for each day from and including the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. The Administrative Agent will promptly notify the Borrower of any Lender's failure to make available such Lender's portion of any Borrowing if such failure continues unremedied for one Business Day. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Eurodollar Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Senior Subordinated Loan Agreement (Schein Pharmaceutical Inc), Senior Subordinated Loan Agreement (Danbury Pharmacal Puerto Rico Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)5,000,000. (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate three Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each the Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof Closing Date by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Borrowing Request or, if such Loans are the Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such the Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such the Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: First Lien Credit Agreement (Weight Watchers International Inc), Second Lien Credit Agreement (Weight Watchers International Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.22(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and 4.01(c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Revolving Credit Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Revolving Credit Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.22(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Incremental Loan Assumption Agreement (AAC Holdings, Inc.), Credit Agreement (AAC Holdings, Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Second Lien Credit Agreement (Crimson Exploration Inc.), Second Lien Credit Agreement (Crimson Exploration Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 250,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-short term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Second Lien Credit Agreement (Global Geophysical Services Inc), Second Lien Credit Agreement (Global Geophysical Services Inc)

Loans. (a) Each Loan shall be made as part of a single Borrowing consisting of the Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (ba) Each Subject to Section 2.14, each Borrowing shall be comprised entirely of Eurodollar 1-Month LIBOR Loans, 2-Week LIBOR Loans or ABR Loans, Prime Rate Loans as the applicable Borrower may request pursuant to Section 2.032.03 or 2.09. Each Lender may at its option fulfill its Commitment with respect to make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not (i) affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings Agreement or (ii) be inconsistent with the obligations of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any such Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansSection 2.20. (cb) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (c) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any the Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

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

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; providedprovided that, howeversubject to Section 2.21(b), that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 10 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If any Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.22(e) within the time specified in such Section, such Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Lender of such L/C Disbursement and its Revolving Pro Rata Percentage thereof. Each such Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Revolving Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and (c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the applicable Issuing Bank amounts so received by it from the Lenders. The Administrative Agent will promptly pay to the applicable Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.22(e) prior to the time that any Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Lenders that shall have made such payments and to the applicable Issuing Bank, as their interests may appear. If any Lender shall not have made its Revolving Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the applicable Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans of the applicable Class pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Credit Agreement (CGG), Amendment and Restatement Agreement (CGG)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable any Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower the Borrowers shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to an account designated by the general deposit account of applicable Borrower in the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. The Rollover Lenders shall be deemed to have funded a portion of the Term Loans to be made by them hereunder equal to the Rollover Amount through the conversion of the Discount Notes as provided in the Rollover Agreement and Section 4.02(i), and shall not be required to fund such portion of their Term Loans pursuant to the immediately preceding sentence (it being agreed that such deemed funding shall not affect the applicable Borrowers’ obligation to pay the entire principal amount of the Term Loans of the Rollover Lenders as provided in Section 2.11). (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) of this Section and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from and including the date such amount is made available to such Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, (A) for the first three days following the date such amount is made available to such Borrower, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)) and (B) thereafter, at the Alternate Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower the Borrowers shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from any Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 noon, New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and such payment shall be deemed to have reduced the L/C Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the applicable Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph; any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the applicable Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of such Borrower, a rate per annum equal to the interest rate applicable at the time to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, a rate per annum equal to, for the first such day, the Federal Funds Effective Rate and, for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Credit Agreement, Credit Agreement (Wellcare Health Plans, Inc.)

Loans. The obligation of each Lender to make its Loan on the Loan Borrowing Date is subject to the satisfaction of the conditions set forth in Section 3.01 and to the following additional conditions: (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received prior written notice from of the proposed Loan Borrowing Date no later than 10:00 a.m. New York City time on the day that is three (3) Business Days (provided, that the Administrative Agent in its discretion may accept notice on a Lender day that is less than three Business Days) prior to the date of any proposed Loan Borrowing that such Lender will not make available to the Date; (b) The Administrative Agent such Lender's portion shall have received an executed Borrowing Request as provided in Section 2.03 of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph 2011 Credit Agreement; (c) and the The Administrative Agent mayshall have received evidence satisfactory to it that the Acquisition will be completed on the Business Day on which the Loans are borrowed; (d) All third party consents and approvals necessary or, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to reasonable discretion of the Administrative Agent, such Lender advisable to be obtained in connection with the Acquisition shall have been obtained and shall be in full force and effect; (e) Since December 31, 2010, there shall not have occurred any event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect; (f) The representations and warranties of the applicable Borrower severally agree to repay set forth or incorporated by reference in this Agreement and of each other Loan Party in any other Loan Document shall be true and correct on and as of the date of, and after giving effect to, the borrowing of the Loans, except to the Administrative Agent forthwith on demand extent such corresponding amount together with interest thereon, for each day from the representations and warranties relate solely to an earlier date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the which case they shall have been true and correct as of such Borrowerearlier date); (g) No Default shall have occurred and be continuing; and (h) No Law shall prohibit the making of the Loans, and no litigation or other proceeding shall be pending or threatened which would, enjoin, prohibit, restrain, or otherwise adversely affect in any material manner the interest rate applicable at making of such Loans. The delivery of the time Borrowing Request with respect to the Loans comprising such Borrowing shall constitute a representation and warranty by the Borrower as to the matters specified in paragraphs(d), (e), (f) and (iig) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementSection 3.02. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Short Term Credit Agreement, Short Term Credit Agreement (Lufkin Industries Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 500,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)2,000,000. (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate twelve Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. Agreement and (dx) Notwithstanding any other provision of Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Agreement, no Borrower Section 2.02(d) shall be entitled to request any Borrowing cease and (y) if the Interest Period requested with respect thereto would end after Borrower pays such amount to the Maturity DateAdministrative Agent, the amount so paid shall constitute a repayment of such Borrowing by such amount.

Appears in 2 contracts

Sources: Second Lien Credit Agreement (Hawkeye Holdings, Inc.), Second Lien Credit Agreement (Hawkeye Holdings, Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans of the same Type made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The ABR Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 1.0 million and not less than $10,000,000 5.0 million or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as . Eurodollar Loans comprising any Borrowing shall be in an aggregate principal amount that is (i) an integral multiple of $1.0 million and not less than $5.0 million or (ii) equal to the case may be)remaining available balance of the applicable Commitments. (b) Each Subject to Sections 2.12 and 2.13, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower Borrowers may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type for each Class may be outstanding at the same time; provided, however, provided that no Borrower Borrowers shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such Borrower may designate directed by Borrowers in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower Borrowers shall not be entitled to request request, or to elect to convert or continue, (i) any Term A Borrowing if the Interest Period requested with respect thereto would end after the Term A Maturity Date or Incremental Term Loan Maturity Date, as applicable, (ii) any Term B Borrowing if the Interest Period requested with respect thereto would end after the Term B Maturity Date or Incremental Term Loan Maturity Date, as applicable, or (iii) any Revolving Borrowing if the Interest Period requested with respect thereto would end after the Revolving Facility Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (TiVo Corp), Credit Agreement (Rovi Corp)

Loans. (a) Each Revolving Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided. At the time of the commencement of each Interest Period for any Eurodollar Revolving Borrowing, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or 5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $1,000,000; provided that such Borrowing may be in an aggregate principal amount that is equal to the remaining entire unused balance of the applicable Commitments, as the case may be)Total Commitment. (b) Each Revolving Borrowing shall be comprised entirely of Eurodollar Revolving Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.032.04. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option (i) in the case of any failure by such branch or Affiliate to make such Loan, shall not relieve such Lender of its obligation to the Borrower hereunder and (ii) shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no the Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five 10 separate Eurodollar Revolving Loans of any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof (i) in the case of a Eurodollar Revolving Loan, by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.12:00 noon, New York City time, on such date and (ii) in the case of an ABR Loan, by wire transfer of immediately available funds to the Administrative Agent shall by in New York, New York, not later than 3:00 p.m., New York City time, on such date, and the Administrative Agent shall promptly credit the amounts so received to the general deposit account of the Borrower with the Administrative Agent. The failure of any Lender to which such make any Loan is required to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified by it shall not have been metrelieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several, return the amounts so received and no Lender shall be responsible for any other Lender’s failure to the respective Lendersmake Loans as required hereby. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) ), and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Revolving Credit Facility Agreement (Janus Capital Group Inc), Revolving Credit Facility Agreement (Janus Capital Group Inc)

Loans. (a) Each Loan shall be (i) with respect to the Class A Loans, made as part of a Borrowing consisting borrowing of Class A Loans made by the Lenders ratably in accordance with their respective applicable Class A Commitments and (ii) with respect to the Class B Loans, made as part of a borrowing of Class B Loans made by the Lenders ratably in accordance with their respective Class B Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 1,000 and not less than $10,000,000 250,000 (or an aggregate principal such other minimum amount as the Borrower and the Administrative Agent shall agree from time to time) or (ii) equal to the remaining available balance of the applicable aggregate Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.10:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit (i) remit the amounts so received (net of amounts required to be deposited in the general deposit Reserve Account pursuant to Section 2.03(d)) by wire transfer of immediately available funds to an account in the name of the Borrower, maintained in the United States and designated by the Borrower to which such Loan is to in the applicable Borrowing Request or (ii) if Loans will not be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing Loans are to made hereunder that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing’s Loan, the Administrative Agent may assume that such Lender has made such portion its Loan available to the Administrative Agent on the date of such Borrowing Loans in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion its Loan available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing in question and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-short term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Consumer Portfolio Services Inc), Credit Agreement (Consumer Portfolio Services Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)5,000,000. (b) Each Subject to Sections 2.07 and 2.14, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.032.09. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent such account in New York, New York, York City as the Agent may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of designated by the Borrower pursuant to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Section 2.01 or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding Nothing in this Section shall be deemed to relieve any other provision Lender of its obligations in respect of its Commitment hereunder or to prejudice any rights that the Borrower may have against any Lender as a result of a default by such Lender under this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: First Lien Credit Agreement (Forest Oil Corp), Second Lien Credit Agreement (Forest Oil Corp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (a) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except to the extent otherwise provided in an Incremental Loan Assumption Agreement, Refinancing Amendment or an aggregate principal amount Extension Amendment) or (b) equal to the remaining available balance of the applicable Commitments, as the case may be). (ba) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan or SOFR Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no The Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 10 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings or 10 SOFR Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (cb) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the Funding Date or the proposed date thereof of Borrowing thereof, as applicable, by wire transfer of immediately available funds in Dollars, as the case may be, to such account in New York City as the Administrative Agent may designate in New York, New Yorkadvance, not later than 1:00 2:00 p.m., New York City timetime (or 12:00 p.m., New York City time in the case of the Funding Date), and the Administrative Agent shall by 3:00 p.m., New York City time, credit promptly wire transfer the amounts so received to the general deposit account of in accordance with instructions received from the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (c) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ▇▇▇▇▇▇’s portion of such Borrowing, the Administrative Agent may assume that such Lender ▇▇▇▇▇▇ has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (cSection 2.02(b) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Refinancing Amendment to Credit Agreement (Altice USA, Inc.), Credit Agreement (Altice USA, Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 10,000,000 and not less than $10,000,000 20,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; , provided, however, that no the Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five 10 separate Borrowings comprised of Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.04, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless Loans shall be made by the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such BorrowingLenders pro rata, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementSection 2. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Revolving Credit Facility Agreement (Lucent Technologies Inc), Revolving Credit Facility Agreement (Lucent Technologies Inc)

Loans. (a) Each Revolving Loan shall be made as part of a Borrowing consisting of Revolving Loans made by the Lenders ratably in accordance with their respective applicable Revolving Credit Commitments; provided, however, that the failure of any Lender to make any Revolving Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). Each Competitive Loan shall be made in accordance with the procedures set forth in Section 2.03. The Loans comprising each any Borrowing shall be in an aggregate principal amount which is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.12 and 2.14, each Competitive Borrowing shall be comprised entirely of Eurodollar Competitive Loans or ABR Fixed Rate Loans, and each other Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the applicable Borrower may request pursuant to Section 2.032.03 or 2.04, as applicable. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable a Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no a Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10Subject to paragraph (f) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent may designate in New York, New York, federal funds not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.12:00 (noon), New York City time, credit the amounts so received to an account with the general deposit Administrative Agent designated by the applicable Borrower in the applicable Borrowing Request or Competitive Bid Request, which account must be in the name of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent Agent, in the case of such Lender, forthwith on demand and, in the case of the applicable Borrower, within two Business Days of demand, such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no a Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date. (f) A Borrower may refinance all or any part of a Borrowing with another Borrowing, subject to the conditions and limitations set forth in this Agreement (including the condition that the Aggregate Revolving Credit Exposure after giving effect thereto will not exceed the Total Revolving Credit Commitment). Any Borrowing or part thereof so refinanced shall be deemed to be repaid or prepaid in accordance with the applicable provisions of this Agreement with the proceeds of the new Borrowing, and the proceeds of such new Borrowing, to the extent they do not exceed the principal amount of the Borrowing being refinanced, shall not be paid by the Lenders to the Administrative Agent or by the Administrative Agent to such Borrower pursuant to paragraph (c) above.

Appears in 2 contracts

Sources: 364 Day Credit Agreement (Popular Inc), 364 Day Credit Agreement (Popular Inc)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; providedprovided that, howeversubject to Section 2.21(b), that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 10 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each such Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and (c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Revolving Credit Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Revolving Credit Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Credit Agreement (CGG Veritas), Credit Agreement (CGG Veritas)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.21(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Lender of such L/C Disbursement and its Applicable Commitment Percentage thereof. Each Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Applicable Commitment Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and (c) have been satisfied, such amount shall be deemed to constitute an ABR Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.21(e) prior to the time that any Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Lender shall not have made its Applicable Commitment Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Revolving Credit Agreement (Reliant Software, Inc.), Revolving Credit Agreement (Community Choice Financial Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to paragraph (d) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.noon, New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of or accounts specified from time to time in one or more notices delivered by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless Loans shall be made by the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Lenders pro rata in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.Section

Appears in 2 contracts

Sources: Revolving Credit Agreement (Txu Corp /Tx/), Revolving Credit Agreement (Txu Gas Co)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar LIBOR Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar LIBOR Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar LIBOR Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 4:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Alcoa Inc), Credit Agreement (Alcoa Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans comprising each deemed made pursuant to Section 2.18(e)(ii), (x) any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Lender to make such Loan and the obligation of Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight (8) Eurodollar Loans of any Lender being made to Borrowings in the Borrowers and aggregate outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Lender shall make each Loan that is [reserved] (Ad) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received written notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) Section 2.02(c), and the Administrative Agent maymay (but shall not be obligated to), in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules or practices on interbank compensation, and (ii) in the case of Borrower, the greater of the interest rate applicable at the time to ABR Loans and the Loans comprising interest rate applicable to such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Borrowing. If such Lender shall subsequently repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease and any amounts previously so paid by Borrower shall be returned to Borrower. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Senior Secured Debtor in Possession Credit Agreement (Internap Corp), Senior Secured Super Priority Debtor in Possession Credit Agreement

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of The Eurodollar Loans made by the Lenders on any date shall be in integral multiples of $1,000,000 and in a minimum aggregate principal amount of $1,000,000. (b) Subject to the provisions of Sections 2.17 and 2.18 hereof, Loans shall be made ratably by the Lenders in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender hereunder. The initial Loans shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple the Lenders against delivery of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal Notes, payable to the remaining balance order of the applicable CommitmentsLenders, as the case may be)referred to in Section 2.04 hereof. (bc) Each Borrowing Loan shall be comprised entirely of either a Base Rate Loan or a Eurodollar Loans or ABR Loans, Loan as the applicable Borrower Borrowers may request pursuant to Section 2.032.03 hereof. Each Lender may at its option fulfill its Commitment with respect to any Loan obligations under this Agreement by causing any domestic or foreign branch or Affiliate of such Lender its Applicable Lending Office to make such Loan; provided, however, that any the exercise of such option shall not affect the obligation of the applicable Borrower Borrowers to repay such Loan in accordance with the terms term of this Agreementthe Notes. Borrowings of Not more than one Type six (6) Eurodollar Loans may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (cd) Except as otherwise provided in Section 2.10Subject to the provisions of Sections 2.17 and 2.18 hereof, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder its Loans on the proposed date dates thereof by wire transfer of immediately available funds paying the amount required to the Administrative Agent in New York, New York, York in immediately available funds not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by as soon as practicable, but in no event later than 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the applicable Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate the Agent in a written notice to the Administrative Agent, immediately available funds or, if such Loans are not to be made on such date because any condition precedent to a Borrowing borrowing herein specified shall is not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent . (e) The Borrowers shall have received the right at any time upon prior irrevocable written, telex or facsimile notice from a Lender prior (promptly confirmed in writing) to the date Agent given in the manner and at the times specified in Section 2.03 hereof with respect to the Loans into which conversion or continuation is to be made, to convert all or any portion of Eurodollar Loans into Base Rate Loans, to convert all or any portion of Base Rate Loans into Eurodollar Loans (specifying the Interest Period to be applicable thereto) and to continue all or any portion of any Borrowing that such Lender will not make available to Eurodollar Loans into a subsequent Interest Period selected by the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Borrowers in accordance with this paragraph (c) and the Administrative Agent mayterms hereof, in reliance upon such assumption, make available each instance subject to the applicable Borrower on such date a corresponding amount. If terms and conditions of this Agreement (including the last sentence of Section 2.02(c) hereof) and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at following: (i) in the case of such Borrowera conversion or continuation of fewer than all the Loans, the interest rate applicable at the time to the aggregate principal amount of Loans comprising such Borrowing and (iiA) converted shall not be less than $1,000,000 in the case of Base Rate Loans or (B) converted or continued shall not be less than $1,000,000 in the case of Eurodollar Loans and shall be an integral multiple of $1,000,000; (ii) accrued interest on a Loan (or portion thereof) being converted or continued shall be paid by the Borrowers at the time of conversion or continuation; (iii) if any Eurodollar Loan is converted at any time other than the end of an Interest Period applicable thereto, the Borrowers shall make such Lenderpayments associated therewith as are required pursuant to Section 2.12 hereof; (iv) any portion of a Eurodollar Loan which is subject to an Interest Period ending on a date that is less than three (3) months prior to the Termination Date may not be converted into, or continued as, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination Eurodollar Loan and shall be conclusive absent manifest error)automatically converted at the end of such Interest Period into a Base Rate Loan; and (v) no Default or Event of Default shall have occurred and be continuing. The Interest Period applicable to any Eurodollar Loan resulting from a conversion or continuation shall be specified by Jitney Jungle in the irrevocable notice of conversion or continuation delivered pursuant to this Section; provided, however, that if no such Interest Period shall be specified, the Borrowers shall be deemed to have selected an Interest Period of one (1) month's duration. If the Borrowers shall not have given timely notice to continue any Eurodollar Loan into a subsequent Interest Period (and shall not otherwise have given notice to convert such Lender shall repay Loan), such Loan (unless repaid or required to be repaid pursuant to the Administrative Agent such corresponding amountterms hereof) shall, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreementsubject to (iv) above, automatically be converted into a Base Rate Loan. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Revolving Credit Agreement (Supermarket Cigarette Sales Inc), Revolving Credit Agreement (Jitney Jungle Stores of America Inc /Mi/)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans comprising each deemed made pursuant to Section 2.18(e)(ii), (x) any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 250,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Lender to make such Loan and Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.18(e)(ii), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent maymay (but shall not be obligated to), in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable Agent at the time to greater of the Loans comprising such Borrowing Federal Funds Effective Rate and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight in accordance with banking industry rules or short-term funds (which determination shall be conclusive absent manifest error)practices on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date or the Term Loan Maturity Date, as applicable.

Appears in 2 contracts

Sources: Credit Agreement (BioScrip, Inc.), First Lien Credit Agreement (Critical Homecare Solutions Holdings, Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Pennymac Financial Services, Inc.), Credit Agreement (Pennymac Financial Services, Inc.)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Eurodollar Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight (8) Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans deemed made pursuant to Section 2.102.18(e)(ii), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 (noon), New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of as directed by the Borrower to which such Loan is to be made in the applicable Borrowing Request maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date (in the case of any Eurodollar Borrowing), and at least 2 hours prior to the time (in the case of any ABR Borrowing), of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may in its sole discretion assume that such Lender has made such portion available to the Administrative Agent on at the date time of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and the Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease and be discharged thereby. Nothing in this Section 2.02(d) shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that Borrower may have against any Lender as a result of any default by such Lender hereunder. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date. (f) The Administrative Agent shall not, without the prior consent of Required Lenders, make (and shall prohibit the Swingline Lender from making) any Revolving Loans or provide (and shall prohibit any Issuing Bank from providing) any Letters of Credit to the Borrower intentionally and with actual knowledge that such Revolving Loans, Swingline Loans or Letters of Credit would be made when one or more of the conditions precedent to the making of the Loans hereunder cannot be satisfied, except that the Administrative Agent may make (or cause to be made) such additional Revolving Loans or Swingline Loans or provide such additional Letters of Credit on behalf of the Lenders (each an “Overadvance” and collectively, the “Overadvances”), intentionally and with actual knowledge that such Loans or Letters of Credit will be made without the satisfaction of the foregoing conditions precedent, if the Administrative Agent deems it necessary or advisable in its discretion to do so; provided, that: (A) the total principal amount of the Overadvances to the Borrower which the Administrative Agent may make or provide (or cause to be made or provided), after obtaining such actual knowledge that the conditions precedent have not been satisfied, shall not exceed, when combined with any Protective Advances then outstanding under Section 2.23, $25,000,000 at any time and shall not cause the aggregate Revolving Exposures to exceed the Revolving Commitments of all of the Lenders or the Revolving Exposure of a Lender to exceed such Lender’s Revolving Commitment, (B) without the consent of the Required Lenders, no Overadvance shall be outstanding for more than sixty (60) days and (C) the Administrative Agent shall be entitled to recover such funds, on demand, from the Borrower together with interest thereon for each day from the date such payment was due until the date such amount is paid to Administrative Agent at the interest rate provided for in Section 2.06(c); provided, further, that upon written notice by the Required Lenders, no further Overadvances shall be made. Each Lender shall be obligated to pay the Administrative Agent the amount of its Pro Rata Percentage of any such Overadvance.

Appears in 2 contracts

Sources: Revolving Credit and Guaranty Agreement (Philadelphia Energy Solutions Inc.), Revolving Credit and Guaranty Agreement (Philadelphia Energy Solutions Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Medley Management Inc.), Credit Agreement (Sportsman's Warehouse Holdings, Inc.)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to paragraph (f) below, the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Revolving Credit Commitments, as the case may be). (b) Each Subject to Sections 2.10 and 2.15, each Borrowing (other than Swingline Loans) shall be comprised entirely of Eurodollar ABR Loans or ABR Loans, Eurodollar Revolving Loans as the applicable Borrower may request pursuant to Section 2.032.05. Each Swingline Loan shall be an ABR Loan. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender Borrowings being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10with respect to Loans made pursuant to paragraph (f) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 (noon), New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to an account in the general deposit account name of the Borrower designated by the Borrower in the applicable Borrowing Request (or, in the case of Loans made on the Effective Date, first apply such amounts to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to pay amounts outstanding under the Administrative Agent, Existing Credit Agreement) or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, thereon for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing (which payment shall not constitute a waiver of, or otherwise adversely affect, the Borrower’s rights against such Lender, if any) and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing or the conversion or continuation of any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date. (f) If the applicable Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.04(e) in respect of any L/C Disbursement within the time specified in such Section, such Issuing Bank will promptly notify the Administrative Agent of the amount of such L/C Disbursement and the Administrative Agent will promptly notify each Lender of such amount and its Pro Rata Percentage thereof. Each Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 11:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and 4.01(c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to such Issuing Bank amounts so received by it from the Lenders. The Administrative Agent will promptly pay to such Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.04(e) prior to the time that any Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Lenders that shall have made such payments and to such Issuing Bank, as their interests may appear. If any Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of such Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to ABR Revolving Loans pursuant to Section 2.08(a) (which payment shall not constitute a waiver of, or otherwise adversely affect, the Borrower’s rights against such Lender, if any) and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Credit Agreement (King Pharmaceuticals Inc), Credit Agreement (Alpharma Inc)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.18(e)(i) and (ii), Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of Eurodollar ABR Revolving Loans or ABR Loans, Eurodollar Revolving Loans as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate (5) Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans deemed made pursuant to Section 2.102.18(e)(ii), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the such account in New York City as Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the applicable Borrowing Request maintained with Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date (in the case of any Eurodollar Revolving Borrowing), and at least two (2) hours prior to the time (in the case of any ABR Borrowing), of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on at the date time of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and Borrower’s obligation to repay Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (Norcraft Companies, Inc.), Credit Agreement (Norcraft Companies Lp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.17(e)(ii), (x) ABR Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 250,000 or (or ii) equal to the remaining available balance of the applicable Commitments and (y) the LIBOR Loans comprising any Borrowing shall be in an aggregate principal amount that is (i) an integral multiple of $100,000 and not less than $500,000 or (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of Eurodollar ABR Loans or ABR Loans, LIBOR Loans as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any LIBOR Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and LIBOR Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans deemed made pursuant to Section 2.102.17(e)(ii), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date (in the case of any LIBOR Borrowing), and at least 2 hours prior to the time (in the case of any ABR Borrowing), of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on at the date time of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date, Term Loan Maturity Date or Incremental Term Loan Maturity Date, as applicable.

Appears in 2 contracts

Sources: Credit Agreement (Navisite Inc), Credit Agreement (Navisite Inc)

Loans. (a) Each Revolving Credit Loan shall be made as part of a Borrowing consisting of Revolving Credit Loans made by the Lenders ratably in accordance with their respective applicable Revolving Credit Commitments; provided, however, that the failure of any Lender to make any Revolving Credit Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Revolving Credit Loan required to be made by such other Lender). The Revolving Credit Loans comprising each any Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Total Revolving Credit Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.032.04. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Eurodollar Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Eurodollar Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five 25 separate Borrowings comprised of Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Revolving Credit Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Revolving Credit Loans. (c) Except as otherwise provided in Subject to Section 2.102.05, each Lender shall make each Revolving Credit Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Paying Agent in New York, New York, not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Paying Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Paying Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless Revolving Credit Loans shall be made by the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Lenders pro rata in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementSection 2. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: 364 Day Revolving Credit Facility Agreement (At&t Corp), Credit Agreement (At&t Corp)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans comprising each deemed made pursuant to Section 2.18(e)(ii), (x) any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 250,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Lender to make such Loan and Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.18(e)(ii), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate from time to time not later than 1:00 p.m.10:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Lenders within two Business Days. (d) Unless the Administrative Agent shall have received written notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) Section 2.02(c), and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules or practices on interbank compensation, and (ii) in the case of Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)ABR Loans. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date or the Term Loan Maturity Date, as applicable.

Appears in 2 contracts

Sources: Credit Agreement (Biglari Holdings Inc.), Credit Agreement (PHC Inc /Ma/)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of The Revolving Credit Loans made by the Lenders on any date shall be in integral multiples of $100,000 (except that the foregoing limitation shall not be applicable to the extent that the proceeds of such Loans are requested to be disbursed to the Borrowers' controlled disbursement account); provided, however, that the Eurodollar Loans made on any date shall be in a minimum aggregate principal amount equal to the product of $500,000 times the number of Lenders on such date. (b) Loans shall be made ratably by the Lenders in accordance with their respective applicable Term Loan Commitments or Revolving Credit Commitments, as the case may be; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender hereunder. The Term Loan shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender)the Lenders on the Closing Date against delivery of Term Notes, payable to the order of the Lenders, as referred to in Section 2.04. The initial Revolving Credit Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple made by the Lenders against delivery of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal Revolving Credit Notes, payable to the remaining balance order of the applicable CommitmentsLenders, as the case may be)referred to in Section 2.04 hereof. (bc) Each Borrowing Loan shall be comprised entirely of either an Alternate Base Loan or a Eurodollar Loans or ABR Loans, Loan as the applicable Borrower Borrowers may request pursuant to Section 2.032.03 hereof. Each Lender may at its option fulfill its Commitment with respect to any Loan obligations under this Agreement by causing any domestic or foreign branch or Affiliate of such Lender its Applicable Lending Office to make such Loan; provided, however, that any the exercise of such option shall not affect the obligation of the applicable Borrower Borrowers to repay such Loan in accordance with the terms of this Agreementthe applicable Note. Borrowings Loans of more than one Type type may be outstanding at the same time; , provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of not more than five separate (5) Eurodollar Loans of any Lender being made to the Borrowers and may be outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (cd) Except as otherwise provided in Section 2.10Subject to the provisions of paragraph (e) below, each Lender shall make each its Term Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder and Revolving Credit Loans on the proposed date dates thereof by wire transfer of immediately available funds paying the amount required to the Administrative Agent in New York, New York, York in immediately available funds not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by as soon as practicable, but in no event later than 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made Borrowers with Mellon Bank, N.A., or such other account as such Borrower may designate the Agent in a written notice to the Administrative Agent, immediately available funds or, if such Loans are not to be made on such date because any condition precedent to a Borrowing borrowing herein specified shall is not have been met, return the amounts so received to the respective Lenders. (e) The Borrowers shall have the right at any time upon prior irrevocable written, facsimile or telephonic notice (promptly confirmed by written or facsimile notice) to the Agent given in the manner and at the times specified in Section 2.03 with respect to the Loans into which conversion or continuation is to be made, to convert all or any portion of Eurodollar Loans into Alternate Base Loans, to convert all or any portion of Alternate Base Loans into Eurodollar Loans (specifying the Interest Period to be applicable thereto), to convert the Interest Period with respect to all or any portion of any Eurodollar Loans to another permissible Interest Period, and to continue all or any portion of any Eurodollar Loans into a subsequent Interest Period, subject to the terms and conditions of this Agreement (including the last sentence of Section 2.02(c) hereof) and to the following: (i) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the conversion or continuation, and in the case of a conversion or continuation of fewer than all the Loans, the aggregate principal amount of Loans converted to Alternate Base Loans shall not be less than $100,000 or in the case of the continuation of or conversion to Eurodollar Loans $500,000 times the number of Lenders on such date and shall be an integral multiple of $100,000; (ii) accrued interest on a Eurodollar Loan (or portion thereof) being converted shall be paid by the Borrowers at the time of conversion; (iii) if any Eurodollar Loan is converted at any time other than the end of an Interest Period applicable thereto, the Borrowers shall make such payments associated therewith as are required pursuant to Section 2.12; (iv) any portion of a Eurodollar Loan maturing or required to be repaid in less than one month may not be continued as a Eurodollar Loan and any portion of a Eurodollar Loan that cannot be continued as a Eurodollar Loan by reason of the foregoing shall be automatically converted at the end of the Interest Period in effect into an Alternate Base Loan; (v) no Interest Period may be selected for any Term Eurodollar Loan that would end later than a Repayment Date occurring on or after the first day of such Interest Period if, after giving effect to such selection, the aggregate outstanding amount of (A) the Term Eurodollar Loans with Interest Periods ending on or prior to such Repayment Date and (B) the Term Alternate Base Loans would not be at least equal to the principal amount of Term Loans to be paid on such Repayment Date; and (vi) at the time of any conversion to, or continuation of, any Eurodollar Loan, no Default or Event of Default shall have occurred and be continuing. Unless The Interest Period applicable to any Eurodollar Loan resulting from a conversion or continuation shall be specified by the Administrative Borrowers in the irrevocable notice of conversion or continuation delivered pursuant to this Section; provided, however, that if no such Interest Period shall be specified, the Borrowers shall be deemed to have selected an Interest Period of one month's duration; and, provided further, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. If the Borrowers shall not have given timely notice to continue any Eurodollar Loan into a subsequent Interest Period (and shall not otherwise have given notice to convert such Loan), such Loan (unless repaid or required to be repaid pursuant to the terms hereof) shall automatically be converted into an Alternate Base Loan. The Agent shall have received notice from a Lender prior to promptly advise the date Lenders of any Borrowing that such Lender will not make available notice given pursuant to the Administrative Agent such this Section and of each Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight continuation or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreementconversion hereunder. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 2 contracts

Sources: Credit Agreement (SLM International Inc /De), Credit Agreement (SLM International Inc /De)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), Loans (other than Swingline Loans) comprising each any Borrowing shall be in an aggregate principal amount which that is (i) (A) in the case of ABR Loans, integral multiples of $1.0 million and not less than $5.0 million or (B) in the case of Eurodollar Loans, an integral multiple of $1,000,000 1.0 million and not less than $10,000,000 5.0 million or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Revolving Commitments, as the case may be). (b) Each Subject to Sections 2.10 and 2.11, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower Borrowers may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided further that no Borrower Borrowers shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (Aother than Swingline Loans) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower Borrowers until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such BorrowerBorrowers, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower Borrowers shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date. (f) If the Issuing Bank shall not have received from Borrowers the payment required to be made by Section 2.17(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the LC Disbursement and the Administrative Agent will promptly notify each Revolving Lender of such LC Disbursement and its Pro Rata Percentage thereof. Each Revolving Lender shall pay by wire transfer of immediately available funds to the Administrative Agent on such date (or, if such Revolving Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 11:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such LC Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender, and such payment shall be deemed to have reduced the LC Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from Borrowers pursuant to Section 2.17(e) prior to the time that any Revolving Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Lender shall not have made its Pro Rata Percentage of such LC Disbursement available to the Administrative Agent as provided above, such Lender and Borrowers severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph (f) to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of Borrowers, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 2 contracts

Sources: Credit Agreement (Bearingpoint Inc), Credit Agreement (Bearingpoint Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans of the same Class made by the applicable Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The ABR Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 3,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as . Eurodollar Loans comprising any Borrowing shall be in an aggregate principal amount that is (i) an integral multiple of $1,000,000 and not less than $3,000,000 or (ii) equal to the case may be)remaining available balance of the applicable Commitments. (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 (noon), New York City time, and the . The Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received $8,413,510.19 to the general deposit account of the Borrower to which such Loan is to be made with Mellon BankConstruction Disbursement Account, N.A., or such other account as such Borrower may designate in a written notice $123,600,000.00 to the Administrative AgentInterest Reserve Account, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received $5,285,262.73 to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior Cash Management Account and $634,116,721.14 to the date Bank Proceeds Account (which is net of any Borrowing that such Lender will not make available certain fees and expenses related to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent Transaction payable on the date of such Borrowing hereof). From time to time thereafter, amounts contained in accordance with this paragraph (c) the Bank Proceeds Account and the Administrative Interest Reserve Account shall be remitted by the Disbursement Agent may, in reliance upon such assumption, make available to satisfaction of the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) conditions set forth in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Disbursement Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request Eurodollar Loans, or to elect to convert or continue, any Borrowing to Eurodollar Loans if the Interest Period requested with respect thereto would end after the Tranche B Maturity Date or Incremental Loan Maturity Date, as applicable.

Appears in 1 contract

Sources: Credit Agreement (Revel Entertainment Group, LLC)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their applicable Commitments (or, in the case of Swing Line Loans, ratably in accordance with their respective applicable Swing Line Commitments); provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.14, each Borrowing (other than a Borrowing of Swing Line Loans which shall be comprised entirely of ABR Loans) shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten (10) Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10with respect to Swing Line Loans, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, but is not required to, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing or Swing Line Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date. (f) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request any Revolving Credit Borrowing or Swing Line Borrowing if the Mortgaged Property Value is less than the product of the Total Revolving Credit Commitments at such time multiplied by 5/3 (the absolute value of any such negative amount, the “Deficiency”), provided that so long as the Closing Date Availability Requirements are satisfied then the restrictions imposed by this Section 2.02(f) shall not apply for so long as the Borrower shall be in compliance with Section 5.15.

Appears in 1 contract

Sources: Credit Agreement (World Point Terminals, LP)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.17(e)(ii), (x) ABR Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 250,000 or (or ii) equal to the remaining available balance of the applicable Commitments and (y) the LIBOR Loans comprising any Borrowing shall be in an aggregate principal amount that is (i) an integral multiple of $100,000 and not less than $500,000 or (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of Eurodollar ABR Loans or ABR Loans, LIBOR Loans as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any LIBOR Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and LIBOR Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans deemed made pursuant to Section 2.102.17(e)(ii), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date (in the case of any LIBOR Borrowing), and at least 2 hours prior to the time (in the case of any ABR Borrowing), of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on at the date time of such Borrowing in accordance with this paragraph (c) above, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement, and Borrower's obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreement, no Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date, Term Loan Maturity Date or Incremental Term Loan Maturity Date, as applicable.

Appears in 1 contract

Sources: Credit Agreement (Navisite Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 3,000,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10with respect to Term Loans deemed to be made on the Closing Date, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless . (d) Except with respect to Term Loans deemed to be made on the Closing Date, unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall not repay to the Administrative Agent such corresponding amount within three Business Days after demand by the Administrative Agent, then the Administrative Agent shall be entitled to recover such amount with interest thereon at the rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing, on demand, from the Borrower. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Quorum Health Corp)

Loans. (a) i. Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be)Commitment. (b) Each ii. Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each iii. Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. iv. Unless the Administrative Agent shall have received notice from a Lender prior Notwithstanding anything to the date contrary contained herein (and without affecting any other provisions hereof), the funded portion of any Borrowing that such Lender will not make available each Loan to be made on the Closing Date (i.e., the amount advanced to the Administrative Agent such Lender's portion Borrower on the Closing Date) shall be equal to 98.5% of the principal amount of such Borrowing, Loan (it being agreed that the Administrative Agent may assume that full principal amount of each such Lender has made Loan shall be the “initial” principal amount of such portion available to the Administrative Agent Loan and deemed outstanding on the date of such Borrowing in accordance with this paragraph (c) Closing Date and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled obligated to request any Borrowing if repay 100% of the Interest Period requested with respect thereto would end after the Maturity Dateprincipal amount of each such Loan as provided hereunder).

Appears in 1 contract

Sources: Credit Agreement (Energy & Exploration Partners, Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Borrowing, to the extent otherwise provided in the related Incremental Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR or Incremental Loan or (B) a Eurodollar Loan, to be made by it hereunder on the Closing Date or the proposed date thereof of Borrowing thereof, as applicable, by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.9:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit promptly wire transfer the amounts so received to the general deposit account of in accordance with instructions received from the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (cSection 2.02(c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Supervalu Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 3,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall not repay to the Administrative Agent such corresponding amount within three Business Days after demand by the Administrative Agent, then the Administrative Agent shall be entitled to recover such amount with interest thereon at the rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing, on demand, from the Borrower. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date.

Appears in 1 contract

Sources: Abl Credit Agreement (Quorum Health Corp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with the percentage of their respective applicable CommitmentsCommitments to the Total Commitment; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to paragraph (d) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.11:00 a.m., New York, New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York, New York City time, credit the amounts so received to the general deposit account of or accounts specified from time to time in one or more notices delivered by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless Loans shall be made by the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Lenders pro rata in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.Section

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Lennox International Inc)

Loans. (a) Each Revolving Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). Each Competitive Loan shall be made in accordance with the procedures set forth in Section 2.03. The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be)Total Commitment. (b) Each Subject to Sections 2.09 and 2.15, each Competitive Borrowing shall be comprised entirely of Eurodollar Competitive Loans or ABR Fixed Rate Loans, and each Revolving Credit Borrowing shall be 14 comprised entirely of ABR Loans or Eurodollar Loans as the applicable Borrower may request pursuant to Section 2.032.03 or 2.04, as applicable. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 15 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.12:00 (noon), New York City time, credit the amounts so received to an account with the general deposit Administrative Agent designated by the Borrower in the applicable Borrowing Request or Competitive Bid Request, which account must be in the name of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on within one Business Day of demand therefor such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (He Holdings Inc)

Loans. (a) Each Loan shall be made as part of a the Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each the Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each The Borrowing shall be comprised entirely of Eurodollar SOFR Loans or ABR Base Rate Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar SOFR Loans of any Lender being made to the Borrowers Borrower and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. Any amount borrowed under Section 2.01 and subsequently repaid or prepaid may not be reborrowed. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR a Base Rate Loan or (B) a Eurodollar SOFR Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such the Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a the Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any the Borrowing that such Lender will not make available to the Administrative Agent such Lender's ▇▇▇▇▇▇’s portion of such the Borrowing, the Administrative Agent may assume that such Lender ▇▇▇▇▇▇ has made such portion available to the Administrative Agent on the date of such the Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such the Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such the Borrowing for purposes of this Agreement. (d) The occurrence of any Lender becoming a Defaulting Lender shall not relieve any other Lender of its obligation to make a Loan or payment on such date but no such other Lender shall be responsible for the failure of any Defaulting Lender to make a Loan or payment required under this Agreement. (e) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any the Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Term Loan Agreement (Howmet Aerospace Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing on the Funding Date consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any its Loan shall not in and of itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans, Base Rate Loans or ABR Quoted Rate Loans, as the applicable Borrower may request pursuant to Section 2.03paragraph (d) or (e) hereof, as applicable. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not (i) affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this AgreementAgreement and (ii) entitle such Lender to any amounts pursuant to Sections 2.11 or 2.12 to which amounts such Lender would not be entitled if such Lender had made such Loan itself through its domestic branch. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five (5) separate Eurodollar Loans of from any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For the purposes of the foregoing, Loans (other than Loans which are Base Rate Loans, which shall be considered to be a single Loan) having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof Funding Date by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.12:00 noon, New York City time, credit wire the amounts so received to the general a deposit account of specified by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, relevant Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, at a rate equal to the greater of (x) the Federal Funds Rate and (y) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)the Administrative Agent. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding The Borrower may, as set forth in this subsection (d) request that the Administrative Agent provide a Quoted Rate for a proposed Quoted Rate Borrowing. When the Borrower wishes to make such a request, it shall give the Administrative Agent notice (a “Quoted Rate Request”) so as to be received no later than 11:00 a.m. (New York time) four (4) Business Days prior to the proposed date of a Quoted Rate Borrowing. Each Quoted Rate Request shall be substantially in the form of Exhibit A-2 hereto and shall specify (i) the proposed date of the Quoted Rate Borrowing, (ii) the aggregate amount of such Borrowing, and (iii) the duration of the Interest Period applicable thereto. If no Interest Period is specified in any other provision of this Agreementsuch Quoted Rate Request, no then the Borrower shall be entitled deemed to request any Borrowing if have requested an Interest Period having the minimum duration specified in the definition of Interest Period. Upon receipt of a Quoted Rate Request from the Borrower, the Administrative Agent shall (i) when available on the same Business Day as such Quoted Rate Request is made by the Borrower, provide the Borrower with a non-binding indicative Quoted Rate and (ii) no later than 11:00 a.m. (New York City time) on the next Business Day after receipt of a Quoted Rate Request (or such later date as the Borrower may specify in the Quoted Rate Request), notify the Borrower in writing of the proposed Quoted Rate (a “Quoted Rate Quote”) in substantially the form attached hereto as Exhibit A-3, in each case for the Interest Period applicable to the requested Quoted Rate Borrowing, and in the case of the Quoted Rate Quote, the Administrative Agent shall provide copies to each Lender. The Borrower must decline or accept a proposed Quoted Rate quoted by the Administrative Agent by notifying the Administrative Agent in writing (a “Quoted Rate Acceptance”) not later than 12:00 Noon (New York City time) on the same Business Day that it received the proposed Quoted Rate from the Administrative Agent, and in the case of an acceptance, providing remittance instructions for the Quoted Rate Borrowing for which the Quoted Rate has been given; provided that if no written notification is received by such time, the Borrower shall be deemed to have declined the proposed Quoted Rate. Each Quoted Rate Acceptance shall be substantially in the form of Exhibit A-4 hereto. An acceptance of a Quoted Rate by the Borrower shall be deemed to be a notice of borrowing for Quoted Rate Borrowing (a “Notice of Quoted Rate Borrowing”) to be made on the proposed date, and in the amount, for the proposed Borrowing specified in the Quoted Rate Request in respect of which such Quoted Rate has been provided, with an Interest Period of the duration specified in such Quoted Rate Request. If the Borrower accepts a proposed Quoted Rate for the requested Interest Period, then the Administrative Agent shall confirm with the Borrower in writing not later than 1:00 p.m. on the same Business Day that the Borrower accepts a proposed Quoted Rate the agreed upon Quoted Rate, with copies of such confirmation to each Lender. Once a proposed Quoted Rate has been accepted by the Borrower and confirmed as set forth herein, the Quoted Rate for the applicable Interest Period in respect of the aggregate principal amount of the Quoted Rate Borrowing specified in the Quoted Rate Request for which the Quoted Rate has been provided will be locked in as of the Business Day that such Quoted Rate is accepted by the Borrower and confirmed, and each Lender shall be obligated to make its ratable portion of the Quoted Rate Borrowing for which the Borrower has accepted the Quoted Rate. (e) In order to request a Borrowing other than a Quoted Rate Borrowing, the Borrower shall hand deliver or telecopy to the Administrative Agent a Borrowing Request in the form of Exhibit A-1 (a) in the case of a Eurodollar Borrowing, not later than 12:00 noon, New York City time, three Business Days before a proposed borrowing and (b) in the case of a Base Rate Borrowing, not later than 12:00 noon, New York City time, on the Business Day prior to the day of a proposed borrowing. Such notice shall be irrevocable and shall in each case specify (i) whether the Borrowing then being requested is to be a Eurodollar Borrowing or a Base Rate Borrowing; (ii) the date of such Borrowing (which shall be a Business Day) and the amount thereof; and (iii) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto would end after thereto. If no election as to the Maturity DateType of Borrowing is specified in any such notice, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02(e) and of each Lender’s portion of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Weyerhaeuser Co)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Loan Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of Eurodollar ABR Loans or ABR Loans, EurodollarSOFR Loans as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any EurodollarSOFR Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and EurodollarSOFR Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and and, upon receipt of all requested funds, the Administrative Agent shall by 3:00 p.m., New York City time, credit promptly wire the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Motive Technologies, Inc.)

Loans. Make advances, loans or extensions of credit to any Person, including any Parent, Subsidiary or Affiliate; provided that (a) Each Loan shall be made as part Guarantor may make loans, advances and extensions of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; credit to Borrower, provided, however, that that, with respect to the failure foregoing clause (a), upon the request of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender Agent the following shall be responsible for satisfied: (i) the failure applicable party shall have executed a demand promissory note (an “Intercompany Note”), evidencing such loan, advance or extension of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing credit, which Intercompany Note shall be in an aggregate principal amount which is an integral multiple of $1,000,000 form and not less than $10,000,000 (or an aggregate principal amount equal substance reasonably satisfactory to the remaining balance Agent and shall be pledged and delivered to the Agent as additional collateral security for the Obligations, (ii) Borrower or Guarantor party to any such intercompany transaction shall record all intercompany transactions on its books and records in a manner reasonably satisfactory to the Agent, (iii) the obligations of Borrower or Guarantor under any Intercompany Note shall be subordinated to the applicable CommitmentsObligations in a manner reasonably satisfactory to the Agent, as the case may be). and (iv) at any time any such intercompany loan, advance or extension of credit is made and after giving effect thereto, each party thereto shall be solvent, (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant make loans, advances and extensions of credit to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to officers, directors and employees for the sole purpose of purchasing Equity Interests in Borrower, provided that all proceeds of any Loan by causing any domestic or foreign branch or Affiliate such loans, advances and extensions of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing whichcredit, if madeany, would result are promptly returned to Borrower and in an aggregate of more than five separate Eurodollar Loans of any Lender being made to no event shall such loans exceed $50,000 individually or in the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoingaggregate, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agentmake loans, or, if such Loans are not made on such date because any condition precedent advances or extensions of credit as consideration pursuant to a Borrowing herein specified shall not have been metsale, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowinglease or disposition permitted under Section 4.3(c), the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any Borrower may make extensions of trade credit in the Ordinary Course of Business, (e) Borrower may make loans, advances and other provision extensions of this Agreementcredit received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of and disputes with suppliers and customers in the Ordinary Course of Business, no and (f) Borrower shall be entitled to request any Borrowing if the may enter into Interest Period requested with respect thereto would end after the Maturity DateRate ▇▇▇▇▇▇ not otherwise prohibited hereunder.

Appears in 1 contract

Sources: Revolving Credit and Security Agreement (Union Drilling Inc)

Loans. (a) Each Term Loan shall be made as part of a Borrowing consisting of Term Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Term Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Term Loan required to be made by such other Lender). The Term Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (ba) Each Subject to Sections 2.08 and 2.15 each Borrowing shall be comprised entirely of Eurodollar ABR Term Loans or ABR Loans, Eurodollar Term Loans as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Term Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Term Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (cb) Except as otherwise provided in Section 2.10, each Each Lender shall make each Term Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (c) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Term Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-short term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Term Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Spectrum Brands, Inc.)

Loans. (a) Each Loan Borrowing made by the Borrower on any date shall be made as part in an integral multiple of $1,000,000 and in a Borrowing consisting minimum aggregate principal amount of $5,000,000. Loans shall be made by the Lenders ratably in accordance with their respective applicable CommitmentsCommitments on the Borrowing Date of the Borrowing; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)hereunder. (b) Each Borrowing Loan shall be comprised entirely of a Eurodollar Loans Loan or ABR Loansa Base Rate Loan, as the applicable Borrower may request pursuant subject to and in accordance with Section 2.032.4. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or a foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of the applicable Note and this Agreement. Borrowings Loans of more than one Type interest rate option may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing Loan which, if made, would result in an aggregate of more than five 10 separate Eurodollar Loans of any Lender Borrowings being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.5, each Lender shall make its portion of each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder Borrowing on the proposed date Borrowing Date thereof by wire transfer of immediately available funds paying the amount required to the Administrative Agent in New YorkDallas, New York, Texas in imme- diately available funds not later than 1:00 p.m.12:00 noon, New York City Dallas, Texas time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City Dallas, Texas time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless Lenders as soon as practicable; provided, however, if and to the extent the Administrative Agent shall have received notice from fails to return any such amounts to a Lender prior to on the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of Date for such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower shall pay interest on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereonunreturned amounts, for each day from such Borrowing Date to the date such amount is made available amounts are returned to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by at the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementFederal Funds Rate. (d) Notwithstanding any other provision The outstanding principal amount of this Agreement, no Borrower each Loan which is a Eurodollar Loan shall be entitled to request any Borrowing if due and payable on the last day of the Interest Period requested with respect thereto would end after applicable to such Loan, as the Maturity case may be, and the outstanding principal balance of each Loan which is a Base Rate Loan shall be due and payable on the Facility A Termination Date or the Facility B Termination Date, as applicable.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Centurytel Inc)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, (A) for the first two days following the date such amount is made available to the Borrower, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)) and (B) thereafter, at the Alternate Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender's Pro Rata Percentage of such L/C Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and such payment shall be deemed to have reduced the L/C Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 1 contract

Sources: Credit Agreement (CCC Information Services Group Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Loan Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate six Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, on such date, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, (A) for the first two days following the date such amount is made available to the Borrower, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)) and (B) thereafter, at the Alternate Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Second Lien Credit Agreement (Atp Oil & Gas Corp)

Loans. (a) Each Revolving Loan shall be made as part of a Borrowing consisting of Revolving Loans made by the Lenders ratably in accordance with their respective applicable Revolving Credit Commitments; provided, however, that the failure of any Lender to make any Revolving Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). Each Competitive Loan shall be made in accordance with the procedures set forth in Section 2.03. The Loans comprising each any Borrowing shall be in an aggregate principal amount which is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.10 and 2.14, each Competitive Borrowing shall be comprised entirely of Eurodollar Competitive Loans or ABR Fixed Rate Loans, and each other Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the applicable Borrower may request pursuant to Section 2.032.03 or 2.04, as applicable. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable a Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no a Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10Subject to paragraph (f) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent may designate in New York, New York, federal funds not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.12:00 (noon), New York City time, credit the amounts so received to an account with the general deposit Administrative Agent designated by the applicable Borrower in the applicable Borrowing Request or Competitive Bid Request, which account must be in the name of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent Agent, in the case of such Lender, forthwith on demand and, in the case of the applicable Borrower, within two Business Days of demand, such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no a Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) A Borrower may refinance all or any part of a Borrowing with another Borrowing, subject to the conditions and limitations set forth in this Agreement (including the condition that the Aggregate Revolving Credit Exposure after giving effect thereto will not exceed the Total Revolving Credit Commitment). Any Borrowing or part thereof so refinanced shall be deemed to be repaid or prepaid in accordance with the applicable provisions of this Agreement with the proceeds of the new Borrowing, and the proceeds of such new Borrowing, to the extent they do not exceed the principal amount of the Borrowing being refinanced, shall not be paid by the Lenders to the Administrative Agent or by the Administrative Agent to such Borrower pursuant to paragraph (c) above.

Appears in 1 contract

Sources: 364 Day Credit Agreement (Popular Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 3,000,000 (or an aggregate principal amount equal except, with respect to any Incremental Borrowing, to the remaining balance of extent otherwise provided in the applicable Commitments, as the case may berelated Incremental Loan Assumption Agreement). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this AgreementAgreement and such Lender shall not be entitled to any amounts payable under Sections 2.14 or 2.20 solely in respect of increased costs resulting from such exercise and existing at the time of such exercise. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., p.m. (New York City time, ) and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Network Communications, Inc.)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be)Commitment. (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding anything to the contrary contained herein (and without affecting any other provision provisions hereof), the funded portion of this Agreementeach Loan to be made on the Closing Date (i.e., no the amount advanced to the Borrower on the Closing Date) shall be equal to 97.0% of the principal amount of such Loan (it being agreed that the full principal amount of each such Loan shall be the “initial” principal amount of such Loan and deemed outstanding on the Closing Date and the Borrower shall be entitled obligated to request any Borrowing if repay 100% of the Interest Period requested with respect thereto would end after the Maturity Dateprincipal amount of each such Loan as provided hereunder).

Appears in 1 contract

Sources: Second Lien Credit Agreement (Magnum Hunter Resources Corp)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 100,000 and not less than $10,000,000 500,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement, and the Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.02(d) shall cease. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in Sections 4.01(b) and (c) have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Revolving Credit Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Revolving Credit Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 1 contract

Sources: Credit Agreement (Itc Deltacom Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable CommitmentsUnused Percentages; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). Each Loan shall be made in accordance with the procedures set forth in Section 2.03. The Loan or Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 5,000,000 and not less than $10,000,000 25,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR LoansLoans (except as otherwise required by Section 2.13(a)(i)), as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that but no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings may be outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to subsection (d) below, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.noon, New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of specified from time to time in one or more notices delivered by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Loans shall be made by the Lenders pro rata in accordance with their respective Unused Percentages. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that as▇▇▇▇ ▇hat such Lender has made such portion available to the Administrative Agent on the ▇▇ ▇▇▇ date of such Borrowing in accordance with this paragraph subsection (c) ), and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower (without waiving any claim against such Lender for such Lender's failure to make such portion available) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate for the first three days and at the Alternate Base Rate, thereafter. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding The Borrower may refinance all or any other provision part of any Borrowing with a Borrowing of the same or a different Type, subject to the conditions and limitations set forth in this Agreement, no Borrower . Any Borrowing or part thereof so refinanced shall be entitled deemed to request any be repaid or prepaid in accordance with Section 2.06 or 2.11, as applicable, with the proceeds of a new Borrowing, and the proceeds of the new Borrowing, to the extent they do not exceed the principal amount of the Borrowing if being refinanced, shall not be paid by the Interest Period requested with respect thereto would end after Lenders to the Maturity DateAdministrative Agent or by the Administrative Agent to the Borrower pursuant to subsection (c) above.

Appears in 1 contract

Sources: Credit Agreement (Txu Corp /Tx/)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.14, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate ten Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 (noon) in the case of a Eurodollar Borrowing and 2:00 pm in the case of an ABR Borrowing, in each case New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit promptly transfer the amounts so received to an account in the general deposit account name of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such designated by the Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, thereon for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Rayonier Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar ABR Loans, CD Loans or ABR Eurodollar Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Eurodollar Loan or CD Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this AgreementAgreement and the applicable Note. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five three separate CD Loans or Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to paragraph (e) below, each Lender shall make a Loan in the amount of its pro rata portion, as determined under Section 2.14, of each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it Borrowing hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the appropriate Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable appropriate Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable such Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, Borrower the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date. (e) Each Borrower may refinance all or any part of any Borrowing with a Borrowing of the same or a different Type, subject to the conditions and limitations set forth in this Agreement. Any Borrowing or part thereof so refinanced shall be deemed to be repaid or prepaid in accordance with Section 2.04 or 2.10, as applicable, with the proceeds of a new Borrowing, and the proceeds of the new Borrowing, to the extent they do not exceed the principal amount of the Borrowing being refinanced, shall not be paid by the Lenders to the Agent or by the Agent to such Borrower pursuant to paragraph (c) above.

Appears in 1 contract

Sources: Credit Agreement (Dillards Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of Eurodollar ABR Loans or ABR Loans, SOFR Loans as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any SOFR Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and SOFR Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and and, upon receipt of all requested funds, the Administrative Agent shall by 3:00 p.m., New York City time, credit promptly wire the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Motive Technologies, Inc.)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 500,000 and not less than $10,000,000 1,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, (A) for the first two days following the date such amount is made available to the Borrower, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)) and (B) thereafter, at the Alternate Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and such payment shall be deemed to have reduced the L/C Exposure), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 1 contract

Sources: Credit Agreement (CCC Information Services Group Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; providedPROVIDED, howeverHOWEVER, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 500,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)1,000,000. (b) Each Subject to Sections 2.07 and 2.14, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.032.09. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, PROVIDED that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; providedPROVIDED, howeverHOWEVER, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each the Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof Effective Date by wire transfer of immediately available funds to the Administrative Agent such account in New York, New York, York City as the Agent may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of designated by the Borrower pursuant to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Section 2.01 or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing Effective Date that such Lender will not make available to the Administrative Agent such the Lender's portion of such the Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding Nothing in this Section shall be deemed to relieve any other provision Lender of its obligations in respect of its Commitment hereunder or to prejudice any rights that the Borrower may have against any Lender as a result of a default by such Lender under this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Second Lien Credit Agreement (Pacific Energy Resources LTD)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable CommitmentsCommitment, as provided that the case may be)Loans from any Lender to EIH shall at all times be provided by a Lender that is a Non-Public Lender. (b) Each Subject to Sections 2.08, 2.10 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower Borrowers may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower the Borrowers shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to an account designated by the general deposit account of Borrowers in the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding anything to the contrary contained herein (and without affecting any other provision provisions hereof), the funded portion of this Agreementeach Loan to be made on the Closing Date (i.e., no Borrower the amount advanced to the Borrowers on the Closing Date) shall be entitled equal to request any Borrowing if 98.0% of the Interest Period requested with respect thereto would end after principal amount of such Loan (it being agreed that the Maturity Datefull principal amount of each such Loan shall be the “initial” principal amount of such Loan and deemed outstanding on the Closing Date and the Borrowers shall be obligated to repay 100% of the principal amount of each such Loan as provided hereunder).

Appears in 1 contract

Sources: Credit Agreement (Endeavour International Corp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 50,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar LIBOR Loans or ABR Base Rate Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR a Base Rate Loan or (B) a Eurodollar LIBOR Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.9:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.11:00 a.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such the Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding The occurrence of any Lender becoming a Defaulting Lender shall not relieve any other provision Lender of its obligation to make a Loan or payment on such date but no such other Lender shall be responsible for the failure of any Defaulting Lender to make a Loan or payment required under this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: 364 Day Bridge Term Loan Agreement (Alcoa Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)5,000,000. (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Second Lien Credit Agreement (Walter Investment Management Corp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (except, with respect to any Incremental Term Loan Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, and and, upon receipt of all requested funds, the Administrative Agent shall by 3:00 p.m., New York City time, credit promptly wire the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Motive Technologies, Inc.)

Loans. (a) Each Standby Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders Banks ratably in accordance with their respective applicable CommitmentsCommit- ments; provided, however, that the failure of any Lender Bank to make any Standby Loan shall not in itself relieve any other Lender Bank of its obligation to lend hereunder (it being understoodunder- stood, however, that no Lender Bank shall be responsible for the failure of any other Lender Bank to make any Loan required to be made by such other LenderBank). The Standby Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Commitments, as the case may be). (b) Each Standby Borrowing shall be comprised entirely of Eurodollar Standby Loans, CD Loans or ABR Loans, as the applicable Borrower Company may request pursuant to Section 2.03. Each Lender Bank may at its option fulfill its Commitment with respect to make any Eurodollar Standby Loan by causing any domestic or foreign branch or Affiliate of such Lender Bank to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower Company to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower the Company shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five ten separate Eurodollar Loans of any Lender Bank being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.04, each Lender Bank shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made Company with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective LendersBanks. Unless Subject to Section 2.04, Standby Loans shall be made by the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Banks pro rata in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementSection 2. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Tredegar Industries Inc)

Loans. (a) Each Loan Borrowing made by the Company on any date shall be in an integral multiple of $1,000,000 and in a minimum aggregate principal amount of $10,000,000. Committed Loans shall be made as part of a Borrowing consisting of Loans made by the Lenders Banks ratably in accordance with their respective applicable CommitmentsCommitments on the Borrowing Date of the Committed Borrowing; provided, however, that the failure of any Lender Bank to make any Loan shall not in itself relieve any other Lender Bank of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)hereunder. (b) Each Borrowing Committed Loan shall be comprised entirely of a Eurodollar Loans Loan or ABR Loansan Alternate Base Loan, as the applicable Borrower Company may request pursuant subject to and in accordance with Section 2.032.2 or Section 2.3(b), as applicable. Each Lender Bank may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or a foreign branch or Affiliate of such Lender Bank to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower Company to repay such Loan in accordance with the terms of this AgreementAgreement or increase the Company’s obligations to such Bank hereunder. Borrowings Loans of more than one Type interest rate option may be outstanding at the same time; provided, however, that no Borrower the Company shall not be entitled to request any Borrowing Loan which, if made, would result in an aggregate of more than five ten separate Eurodollar Loans of any Lender Interest Periods being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.3, each Lender Bank shall make its portion of each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder Committed Borrowing on the proposed date Borrowing Date thereof by wire transfer of immediately available funds paying the amount required to the Administrative Agent at the Principal Office in New York, New York, immediately available funds not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made Company with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless Banks as soon as practicable; provided, however, if and to the extent the Administrative Agent shall have received notice from fails to return any such amounts to a Lender prior to Bank on the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of Date for such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower shall pay interest on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereonunreturned amounts, for each day from such Borrowing Date to the date such amount is made available amounts are returned to such Borrower until the date such amount is repaid to the Administrative AgentBank, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementFederal Funds Effective Rate. (d) Notwithstanding any other provision The outstanding principal amount of this Agreement, no Borrower each Committed Loan shall be entitled to request any Borrowing if due and payable on the Interest Period requested with respect thereto would end after the Maturity Termination Date.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Southwest Airlines Co)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable available Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five 10 separate Borrowings comprised of Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.04, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m.12:00 noon, New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Loans shall be made by the Lenders pro rata in accordance with Section 2.15. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Avaya Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers members of a single Borrower Group and outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, (i) each Lender shall make each U.S. Loan, and each Australia/U.S. Loan that is (A) an ABR Loan or (B) a Eurodollar LoanLoan made to Alcoa or a Borrowing Subsidiary, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative U.S. Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative U.S. Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative U.S. Agent, or, if such U.S. Loans are not made on such date because any condition precedent to a U.S. Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders, and (ii) each Lender shall make each Australia/U.S. Loan that is a Eurodollar Loan made to Alcoa of Australia to be made by it hereunder on the proposed date thereof by transfer of immediately available funds to such account or bank as the Australian Agent may designate in writing from time to time for this purpose not later than 11:00 a.m. (local time, determined by reference to the location of such account or bank) and the Australian Agent shall by 3:00 p.m. (local time, determined by reference to the location at which the credit will take place), credit the amounts so received to the account or bank as such Borrower may designate in a written notice to the Australian Agent or, if Loans are not made on such date because any condition precedent to an Australian/U.S. Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative applicable Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative such Agent such Lender's portion of such Borrowing, the Administrative such Agent may assume that such Lender has made such portion available to the Administrative such Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative such Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative such Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative such Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative such Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative such Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative such Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Revolving Credit Agreement (Aluminum Co of America)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Section 2.08 and Section 2.15, each Borrowing of Loans shall be comprised entirely of Eurodollar ABR Loans in dollars or ABR Loans, Euro Rate Loans in dollars as the applicable Borrower Company may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Euro Rate Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower Company to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no Borrower the Company shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and 25 Euro Rate Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 noon, New York City Dallas time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to an account in the general deposit account name of the Borrower to which such Loan is to be made Company, maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent and designated by the Company in the applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower Company on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower the Company until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrowerthe Company, the interest rate applicable at the time to the ABR Loans comprising of such Borrowing Type and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower the Company shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If, with respect to any L/C Disbursement made under a Standby Letter of Credit, the applicable Issuing Bank shall not have received from the Company the payment required to be made by Section 2.23(e) within the time specified in such Section, such Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement, the Dollar Equivalent thereof (if denominated in an Alternative Currency) and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available dollars to the Administrative Agent not later than 1:00 p.m., Dallas time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 11:00 a.m., Dallas time, on any day, not later than 1:00 p.m., Dallas time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (or the Dollar Equivalent thereof, if such L/C Disbursement was denominated in an Alternative Currency) (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and such payment shall be deemed to have reduced the Standby L/C Exposure), and the Administrative Agent will promptly pay to the applicable Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the applicable Issuing Bank any amounts received by it from the Company pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the applicable Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Company severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the applicable Issuing Bank at (i) in the case of the Company, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 1 contract

Sources: Credit Agreement (Flowserve Corp)

Loans. (a) Each Loan has been or shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans deemed made pursuant to Section 2.02(f), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.02(f), 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate six Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.02(f), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., New York City time, on such date, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, (A) for the first two days following the date such amount is made available to the Borrower, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)) and (B) thereafter, at the Alternate Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date. (f) If the Issuing Bank shall not have received from the Borrower the payment required to be made by Section 2.23(e) within the time specified in such Section, the Issuing Bank will promptly notify the Administrative Agent of the L/C Disbursement and the Administrative Agent will promptly notify each Revolving Credit Lender of such L/C Disbursement and its Pro Rata Percentage thereof. Each Revolving Credit Lender shall pay by wire transfer of immediately available funds to the Administrative Agent not later than 2:00 p.m., New York City time, on such date (or, if such Revolving Credit Lender shall have received such notice later than 12:00 (noon), New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day), an amount equal to such Lender’s Pro Rata Percentage of such L/C Disbursement (it being understood that (i) if the conditions precedent to borrowing set forth in paragraphs (b) and (c) of Article IV have been satisfied, such amount shall be deemed to constitute an ABR Revolving Loan of such Lender and, to the extent of such payment, the obligations of the Borrower in respect of such L/C Disbursement shall be discharged and replaced with the resulting ABR Revolving Credit Borrowing, and (ii) if such conditions precedent to borrowing have not been satisfied, then any such amount paid by any Revolving Credit Lender shall not constitute a Loan and shall not relieve the Borrower from its obligation to reimburse such L/C Disbursement), and the Administrative Agent will promptly pay to the Issuing Bank amounts so received by it from the Revolving Credit Lenders. The Administrative Agent will promptly pay to the Issuing Bank any amounts received by it from the Borrower pursuant to Section 2.23(e) prior to the time that any Revolving Credit Lender makes any payment pursuant to this paragraph (f); any such amounts received by the Administrative Agent thereafter will be promptly remitted by the Administrative Agent to the Revolving Credit Lenders that shall have made such payments and to the Issuing Bank, as their interests may appear. If any Revolving Credit Lender shall not have made its Pro Rata Percentage of such L/C Disbursement available to the Administrative Agent as provided above, such Lender and the Borrower severally agree to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this paragraph to but excluding the date such amount is paid, to the Administrative Agent for the account of the Issuing Bank at (i) in the case of the Borrower, a rate per annum equal to the interest rate applicable to Revolving Loans pursuant to Section 2.06(a), and (ii) in the case of such Lender, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 1 contract

Sources: Third Amended and Restated Credit Agreement (Atp Oil & Gas Corp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Tranche A Commitments, Tranche B Commitments or Revolving Credit Commitments, as the case may be; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and 500,000 and, in the case of a Eurodollar Borrowing, not less than $10,000,000 1,000,000 or (or ii) an aggregate principal amount equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Borrowing shall be comprised entirely of Eurodollar ABR Loans or ABR Eurodollar Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five ten separate Eurodollar Loans of any Lender being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10Subject to paragraph (e) below, each Lender shall make a Loan in the amount of its pro rata portion, as determined under Section 2.17, of each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it Borrowing hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 2:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing specified herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing (or, in the case of an ABR Revolving Borrowing, prior to 2:00 p.m., New York City time on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall be deemed to constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing if the Interest Period requested with respect thereto to a Revolving Credit Borrowing, Tranche A Term Borrowing or Tranche B Term Borrowing that would end after the Revolving Credit Maturity Date, the Tranche A Maturity Date or the Tranche B Maturity Date, respectively. (e) If the Fronting Bank has not received from the Borrower the payment required by Section 3.04(a) within two hours after the Borrower shall have received notice from the Fronting Bank that payment of a draft presented under any Letter of Credit will be made or, if the Borrower shall have received such notice later than 10:00 a.m., New York City time, on any Business Day, not later than 10:00 a.m., New York City time, on the immediately following Business Day, as provided in Section 3.04(a), the Fronting Bank will promptly notify the Administrative Agent of the LC Disbursement and the Administrative Agent will promptly notify each Participating Lender of such LC Disbursement and its Applicable Percentage thereof. Each Participating Lender will pay to the Administrative Agent not later than 4:00 p.m., New York City time, on such date (or, if the Participating Lenders shall have received such notice later than 2:00 p.m., New York City time, on any day, not later than 10:00 a.m., New York City time, on the immediately following Business Day) an amount equal to such Participating Lender's Applicable Percentage of such LC Disbursement (it being understood that such amount shall be deemed to constitute an ABR Revolving Loan of such Participating Lender), and the Administrative Agent will promptly pay such amount to the Fronting Bank. The Administrative Agent will promptly remit to each Participating Lender its Applicable Percentage of any amounts subsequently received by the Administrative Agent from the Borrower in respect of such LC Disbursement. If any Lender shall not have made its Applicable Percentage of such LC Disbursement available to the Fronting Bank as provided above, such Lender agrees to pay interest on such amount, for each day from and including the date such amount is required to be paid in accordance with this subsection to but excluding the date an amount equal to such amount is paid to the Administrative Agent for prompt payment to the Fronting Bank at, for the first such day, the Federal Funds Effective Rate, and for each day thereafter, the Alternate Base Rate.

Appears in 1 contract

Sources: Credit Agreement (Smurfit Stone Container Corp)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be)Commitment. (b) Each Subject to Section 2.08, each Borrowing shall be comprised entirely of Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Administrative Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no The Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Backstop Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, its pro rata share of the Initial Borrowing available to be made by it hereunder the Agent not later than 1:00 p.m. New York City time on the proposed date thereof Closing Date by wire transfer of immediately available funds in Dollars, to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., set forth on Schedule 2.02(c) or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent may designate (the “Agent’s Account”). The Administrative Agent shall have make the proceeds of the Initial Borrowing, upon the occurrence of the Closing Date, available to Borrower on the Closing Date by causing an amount of immediately available funds in Dollars equal to the proceeds of all such Loans received notice by the Administrative Agent from a Lender the Lenders to be made available to Borrower by wire transfer in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower prior to the date Closing Date (or in the case of any Loan proceeds to be applied to fees and expenses of the Agents that are required to be paid by the Borrower, to such other account as shall be agreed by the Agents and the Borrower). (d) Each Lender shall make its pro rata share of the Final Order Date Borrowing that such Lender will not make available to the Administrative Agent not later than 1:00 p.m. New York City time on the Final Order Funding Date by wire transfer of immediately available funds in Dollars, to the Agent’s Account. The Administrative Agent shall make the proceeds of the Final Order Date Borrowing available to Borrower on the Final Oder Funding Date by causing an amount of immediately available funds in Dollars equal to the proceeds of all such Lender's portion of such Borrowing, Loans received by the Administrative Agent may assume from the Lenders to be made available to Borrower by wire transfer in accordance with instructions provided to (and reasonably acceptable to) the Agent by the Borrower prior to the requested funding date (or in the case of Loan proceeds to be applied to fees and expenses of the Agents that are required to be paid by the Borrower, to such other account as shall be agreed by the Agents and the Borrower). (e) Each Lender has made such portion shall make its pro rata share of the Third Borrowing available to the Administrative Agent not later than 1:00 p.m. New York City time on the date Third Borrowing Funding Date by wire transfer of immediately available funds in Dollars, to the Agent’s Account. The Administrative Agent shall make the proceeds of the Third Borrowing available to Borrower on the Third Borrowing Funding Date by causing an amount of immediately available funds in Dollars equal to the proceeds of all such Borrowing Loans received by the Administrative Agent from the Lenders to be made available to Borrower by wire transfer in accordance with this paragraph instructions provided to (cand reasonably acceptable to) and the Administrative Agent may, in reliance upon such assumption, make available by the Borrower prior to the applicable Borrower on such requested funding date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) or in the case of such Loan proceeds to be applied to fees and expenses of the Agents that are required to be paid by the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined other account as shall be agreed by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest errorAgents and the Borrower). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Magnum Hunter Resources Corp)

Loans. (a) Each Loan Borrowing made by the Company on any date shall be in an integral multiple of $1,000,000 and in a minimum aggregate principal amount of $10,000,000. Committed Loans shall be made as part of a Borrowing consisting of Loans made by the Lenders Banks ratably in accordance with their respective applicable CommitmentsCommitments on the Borrowing Date of the Committed Borrowing; provided, however, that the failure of any Lender Bank to make any Loan shall not in itself relieve any other Lender Bank of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be)hereunder. (b) Each Borrowing Committed Loan shall be comprised entirely of Eurodollar Loans a Term Benchmark Loan or ABR Loansan Alternate Base Loan, as the applicable Borrower Company may request pursuant subject to and in accordance with Section 2.032.2 or Section 2.3(b), as applicable. Each Lender Bank may at its option fulfill its Commitment with respect to make any Term Benchmark Loan by causing any domestic or foreign branch or Affiliate of such Lender Bank to make such Loan; provided, however, that any exercise of such option shall not affect the obligation of the applicable Borrower Company to repay such Loan in accordance with the terms of this AgreementAgreement or increase the Company’s obligations to such Bank hereunder. Borrowings Loans of more than one Type interest rate option may be outstanding at the same time; provided, however, that no Borrower the Company shall not be entitled to request any Borrowing Loan which, if made, would result in an aggregate of more than five ten separate Eurodollar Loans of any Lender Interest Periods being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Subject to Section 2.102.3, each Lender Bank shall make its portion of each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder Committed Borrowing on the proposed date Borrowing Date thereof by wire transfer of paying the amount required to the Paying Agent at the Principal Office in immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Paying Agent shall by 3:00 2:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made Company with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Paying Agent or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior Banks as soon as practicable; provided, however, if and to the date of extent the Paying Agent fails to return any such amounts to a Bank on the Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of Date for such Borrowing, the Administrative Paying Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower shall pay interest on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereonunreturned amounts, for each day from such Borrowing Date to the date such amount is made available amounts are returned to such Borrower until the date such amount is repaid to the Administrative AgentBank, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementFederal Funds Effective Rate. (d) Notwithstanding any other provision The outstanding principal amount of this Agreement, no Borrower each Committed Loan shall be entitled to request any Borrowing if due and payable on the Interest Period requested with respect thereto would end after the Maturity Termination Date.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Southwest Airlines Co)

Loans. (a) Each Loan shall be made as part of a Borrowing ------ consisting of Loans of the same Class and Type made by the Lenders to a single Borrower ratably in accordance with their respective Commitments of the applicable CommitmentsClass; provided, however, that the failure of any Lender to make any -------- ------- Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.13, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not -------- affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type and Class may be outstanding at the same time; provided, however, that no -------- ------- Borrower shall be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate three Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds funds, to such account in New York City as the Administrative Agent in New York, New Yorkmay designate, not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.12:00 (noon), New York City time, credit the amounts so received to an account in the general deposit account name of the Borrower to which such Loan is to be made applicable Borrower, maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, Agent and designated by the applicable Borrower in the applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable such Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Revolving Maturity Date or the Term Loan Maturity Date, as applicable.

Appears in 1 contract

Sources: Credit Agreement (Guarantee Life Companies Inc)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable CommitmentsCommitment; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each any Borrowing shall be (i) in the case of LIBOR Loans, in an aggregate principal amount which that is an integral multiple of $1,000,000 and not less than $10,000,000 5,000,000 and (or ii) in the case of ABR Loans, in an aggregate principal amount equal to the remaining balance that is an integral multiple of the applicable Commitments, as the case may be)$500,000 and not less than $5,000,000. (b) Each Borrowing shall be comprised entirely of Eurodollar LIBOR Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.032.3 or 2.10, as applicable. Each Lender may at its option fulfill its Commitment with respect to make any LIBOR Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Interest Rate Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five nine separate Eurodollar Loans of any Lender Borrowings being made to the Borrowers and outstanding under this Agreement hereunder at any one time. For purposes of the foregoingcalculation required by the immediately preceding sentence, LIBOR Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings and all Borrowings of a single Interest Rate Type made on a single date shall be considered a single Borrowing if such Borrowings have a common Interest Period. (c) Except as otherwise provided in Subject to Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately making funds available funds to at the Administrative Agent in New York, New York, not Funding Office no later than 1:00 p.m., P.M. New York City time (2:00 P.M. New York City time, and in the case of an ABR Borrowing) in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any Borrowing hereunder, the Administrative Agent shall disburse such funds by 3:00 p.m., New York City time, credit the amounts so received to the general deposit depositing them into an account of the Borrower to which such Loan is to be made maintained with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such . Loans are not shall be made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return by all the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Lenders pro rata in accordance with Section 2.1 and this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this AgreementSection 2.2. (d) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Interim Term Loan Agreement (Realogy Corp)

Loans. (a) Each Loan (other than Swingline Loans) shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Except for Loans made pursuant to Section 2.23(e), the Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 and not less than $10,000,000 (except with respect to any Incremental Term Borrowing, to the extent otherwise provided in the related Incremental Term Loan Assumption Agreement) or an aggregate principal amount (ii) equal to the remaining available balance of the applicable Commitments, as the case may be)Commitment. (b) Each Subject to Sections 2.08 and 2.15, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate eight Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in with respect to Loans made pursuant to Section 2.102.23(e), each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m., p.m. (New York City time), and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit an account of designated by the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, applicable Borrowing Request or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Revolving Credit Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Revolving Credit Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Revolving Credit Borrowing in accordance with this paragraph (c) of this Section and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until to but excluding the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Revolving Credit Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Revolving Credit Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Revolving Credit Borrowing if the Interest Period requested with respect thereto would end after the Revolving Credit Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Alion Science & Technology Corp)

Loans. (a) Each Revolving Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, that the failure of any Lender to make any Revolving Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Revolving Loan required to be made by such other Lender). Each Competitive Loan shall be made in accordance with the procedures set forth in Section 2.03. The Revolving Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 1,000,000, and not less than $10,000,000 10,000,000, or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as the case may be)Total Commitment. (b) Each Subject to Sections 2.11 and 2.16, each Competitive Borrowing shall be comprised entirely of Eurodollar Competitive Loans or ABR Fixed Rate Loans, and each Revolving Credit Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the applicable Borrower may request pursuant to Section 2.032.03 or 2.04, as applicable. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that no the Borrower shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate 15 Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 (i) in the case of a Eurodollar Borrowing, 11:00 a.m., New York City time, and (ii) in the case of an ABR Borrowing, 1:30 p.m., New York City time, and the Administrative Agent shall (i) in the case of a Eurodollar Borrowing, by 3:00 12:00 (noon), New York City time, and (ii) in the case of an ABR Borrowing, by 2:30 p.m., New York City time, credit the amounts so received to an account with the general deposit Administrative Agent designated by the Borrower in the applicable Borrowing Request or Competitive Bid Request, which account must be in the name of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on within one Business Day of demand therefor such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's ’s Loan as part of such Borrowing for purposes of this Agreement. (de) Notwithstanding any other provision of this Agreement, no the Borrower shall not be entitled to request any Borrowing of Revolving Loans if the Interest Period requested with respect thereto would end after the Maturity Termination Date.

Appears in 1 contract

Sources: Five Year Competitive Advance and Revolving Credit Agreement (Raytheon Co/)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable Commitments; provided, however, provided that the failure of any Lender to make any its Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The ABR Loans comprising each any Borrowing shall be in an aggregate principal amount which that is (i) an integral multiple of $1,000,000 1.0 million and not less than $10,000,000 5.0 million or (or an aggregate principal amount ii) equal to the remaining available balance of the applicable Commitments, as . Eurodollar Loans comprising any Borrowing shall be in an aggregate principal amount that is (i) an integral multiple of $1.0 million and not less than $5.0 million or (ii) equal to the case may be)remaining available balance of the applicable Commitments. (b) Each Subject to Sections 2.11 and 2.12, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as Parent Borrower (on behalf of itself or ABR Loans, as the applicable Borrower Subsidiary Borrower) may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, provided that no Borrower Borrowers shall not be entitled to request any Borrowing whichthat, if made, would result in an aggregate of more than five separate Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Section 2.10, each Each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account in New York City as the Administrative Agent in New York, New York, may designate not later than 1:00 p.m.12:00 (noon), New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, promptly credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other an account as such directed by Parent Borrower may designate (on behalf of itself or the Subsidiary Borrower) in a written notice to the applicable Borrowing Request maintained with the Administrative Agent, Agent or, if such Loans are a Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower Borrowers shall not be entitled to request request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date or Incremental Loan Maturity Date, as applicable.

Appears in 1 contract

Sources: Credit Agreement (Macrovision Solutions CORP)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective applicable CommitmentsPercentages; provided, however, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). Each Loan shall be made in accordance with the procedures set forth in Section 2.03. The Loan or Loans comprising each any Borrowing shall be in an aggregate principal amount which that is an integral multiple of $1,000,000 5,000,000 and not less than $10,000,000 25,000,000 (or an aggregate principal amount at least equal to (x) the remaining balance of the applicable Commitments, as available Commitments or (y) the case may beamount of the Borrower's reimbursement obligations being financed or refinanced thereby). (b) Each Borrowing shall be comprised entirely of Eurodollar Loans or ABR LoansLoans (except as otherwise required by Section 2.13(a)(i)), as the applicable Borrower may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time; provided, however, that but no Borrower shall be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate seven Eurodollar Loans of any Lender being made to the Borrowers and Borrowings may be outstanding under this Agreement at any one time. For purposes of the foregoing, Loans having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate Loans. (c) Except as otherwise provided in Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to the Administrative Agent in New York, New York, not later than 1:00 p.m., New York City time, and the Administrative Agent shall by 3:00 p.m., New York City time, credit the amounts so received to the general deposit account of the Borrower to which such Loan is to be made with Mellon Bank, N.A., or such other account as such Borrower may designate in a written notice to the Administrative Agent, or, if such Loans are not made on such date because any condition precedent to a Borrowing herein specified shall not have been met, return the amounts so received to the respective Lenders. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such any Lender shall not have made such its portion of any Borrowing available to the Administrative Agent, such Lender and the applicable Borrower (without waiving any claim against such Lender for such Lender's failure to make such portion available) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such the Borrower until the date such amount is repaid to the Administrative Agent, Agent at (i) in the case of such the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error)Federal Funds Effective Rate for the first three days and at the Alternate Base Rate, thereafter. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding The Borrower may refinance all or any other provision part of any Borrowing with a Borrowing of the same or a different Type, subject to the conditions and limitations set forth in this Agreement, no Borrower . Any Borrowing or part thereof so refinanced shall be entitled deemed to request any be repaid or prepaid in accordance with Section 2.06 or 2.11, as applicable, with the proceeds of a new Borrowing, and the proceeds of the new Borrowing, to the extent they do not exceed the principal amount of the Borrowing if being refinanced, shall not be paid by the Interest Period requested with respect thereto would end after Lenders to the Maturity DateAdministrative Agent or by the Administrative Agent to the Borrower pursuant to subsection (c) above.

Appears in 1 contract

Sources: Credit Agreement (Txu Corp /Tx/)

Loans. (a) Each Loan shall be made as part of a Borrowing consisting of Loans of the same Class and Type made by the Lenders ratably in accordance with their respective Commitments of the applicable CommitmentsClass; providedPROVIDED, howeverHOWEVER, that the failure of any Lender to make any Loan shall not in itself relieve any other Lender of its obligation to lend hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make any Loan required to be made by such other Lender). The Loans comprising each Borrowing shall be in an aggregate principal amount which is an integral multiple of $1,000,000 and not less than $10,000,000 (or an aggregate principal amount equal to the remaining balance of the applicable Commitments, as the case may be). (b) Each Subject to Sections 2.08 and 2.14, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans or ABR Loans, as the applicable Borrower Credit Party may request pursuant to Section 2.03. Each Lender may at its option fulfill its Commitment with respect to make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided, however, PROVIDED that any exercise of such option shall not affect the obligation of the applicable Borrower Credit Party to repay such Loan in accordance with the terms of this AgreementAgreement and such Lender shall not be entitled to any amounts payable under Section 2.13 or Section 2.19 in respect of increased costs arising as a result of such exercise (and that would not have arisen but for such exercise). At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Borrowings of more than one Type may be outstanding at the same time; providedPROVIDED, howeverHOWEVER, that no Borrower the Credit Parties shall not be entitled to request any Borrowing which, if made, would result in an aggregate of more than five separate twenty Eurodollar Loans of any Lender being made to the Borrowers and Borrowings outstanding under this Agreement hereunder at any one time. For purposes of the foregoing, Loans Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate LoansBorrowings. (c) Except as otherwise provided in Subject to Section 2.10, each Lender shall make each Loan that is (A) an ABR Loan or (B) a Eurodollar Loan, to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds to such account as the Administrative Agent may designate in New York, New York, federal funds not later than 1:00 p.m.11:00 a.m., New York City time, and the Administrative Agent shall by 3:00 p.m.12:00 (noon), New York City time, credit the amounts so received to an account designated by the general deposit account of applicable Credit Party in the Borrower to which such Loan is to be made with Mellon Bankapplicable Borrowing Request; PROVIDED, N.A.HOWEVER, or such other account as such Borrower may designate in that if a written notice to the Administrative Agent, or, if such Loans are Borrowing shall not made occur on such date because any condition precedent to a Borrowing herein specified shall not have been met, the Administrative Agent shall return the amounts so received to the respective Lenders. . (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with this paragraph (c) above and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower Credit Party on such date a corresponding amount. If and the Administrative Agent shall have so made funds available then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, such Lender and the applicable Borrower Credit Party severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower the applicable Credit Party until the date such amount is repaid to the Administrative Agent, at (i) in the case of such Borrowerthe applicable Credit Party, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, a rate determined by the Administrative Agent to represent its cost of overnight or short-term funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. (d) Notwithstanding any other provision of this Agreement, no Borrower shall be entitled to request any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Appears in 1 contract

Sources: Credit Agreement (Ucar International Inc)