Common use of Manner of Borrowing Clause in Contracts

Manner of Borrowing. For each requested Loan, Borrower shall deliver to Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle time) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 4, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained by Borrower at Bank of America.

Appears in 1 contract

Samples: Loan Agreement (Merix Corp)

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Manner of Borrowing. For each requested Loan, The Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of telephonic prior irrevocable notice (a "Borrowing on the same day it wishes a Loan to be madeNotice") by 11:00 a.m., provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. Chicago, Illinois time, (Seattle timei) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice each requested Borrowing of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable LIBOR Loans and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle timeii) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the requested borrowingdate of Borrowing, pay such Lender's Pro Rata Share of which must be a Business Day, the aggregate principal amount of the requested borrowing Borrowing, the type of Loans to comprise such Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then notify the Lenders in immediately available funds and writing or by telephone by 12:00 noon on the date of receipt of the foregoing notice (which such notice in the case of LaSalle Bank, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after Northern has funded its 50% portion of such requested currency Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment shall give notice to Agent's satisfaction the Borrower and to the Lenders of the interest rate applicable conditions set forth thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing of any Revolving Credit Loan, shall each remit 50% of any requested Revolving Credit Loan to the Borrower's account, except to the extent such Borrowing is either a reborrowing, in Article 4whole or in part, of the principal amount of a maturing Borrowing of Loans (a "Refunding Borrowing") or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and after receipt by Agent shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such fundsnew Loan. At the time Northern has made a Revolving Credit Loan, Agent will promptly make LaSalle Bank shall be deemed to have funded its 50% share of such funds available Revolving Credit Loan and the obligation to remit to Northern on such day its 50% of the Revolving Credit Loan shall be absolute and irrevocable. Each borrowing from the Lenders under this Agreement shall be made on a pro rata basis of their respective Commitment - Revolving Credit and Commitment - Term Loan. Each payment and prepayment made by the Borrower by depositing them shall be made to the ordinary checking account maintained Lenders pro rata on the basis of the respective amounts of the Loans outstanding immediately prior to such payment or prepayment. In the event the Borrower fails to give notice pursuant to this Section 4.2 of the reborrowing of the principal amount of any maturing Borrowing or of a Borrowing to refinance a reimbursement obligation with respect to a Letter of Credit (an "L/C Refinancing Borrowing") and has not notified the Agent by 11:00 a.m. (Chicago time) on the day such Borrowing matures or such reimbursement obligation becomes due that it intends to repay such Borrowing or such reimbursement obligation with funds not borrowed hereunder, the Borrower at Bank shall be deemed to have requested a Borrowing of AmericaPrime Rate Loans on such day in the amount of the maturing Borrowing or of the reimbursement obligation then due, which new Borrowing shall be applied to pay, as the case may be, the maturing Borrowing or reimbursement obligation then due. Each LIBOR Loan shall mature and become due and payable by the Borrower on the last day of the Interest Period applicable thereto.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Continental Materials Corp)

Manner of Borrowing. For Borrower shall give Agent at least same Business Day's written notice (by telecopy or otherwise) of each requested intended borrowing of a Prime Rate Loan, Borrower shall deliver to Agent and at least one (1) Business Day's written notice (by telecopy or otherwise) of each intended borrowing of a CD Loan, and at least two (2) Business Day's written notice (by telecopy or otherwise) of each intended borrowing of a LIBOR Loan. Each such notice (herein a "Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan Borrowing") shall be in the form attached hereto as of Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle time) on A and shall specify the date of the requested intended borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than and the Prime Rate by giving an initial Applicable Interest Rate Notice (as defined in Section 2.5(b)) and Applicable Interest Period selected by Borrower in respect of such borrowing or Borrower elects to have an Offshore Currency the anticipated Loan, the . Each Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (effective upon receipt, except that notices received by Agent after 11:00 a.m., Seattle time) , on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed to be received on the next immediately succeeding Business Day. Each All such Notice of Borrowing notices shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such the notice the statements set forth in Article 5 4 hereof are true and correct and that no Default or Event of Default has or Potential Event of Default shall have occurred and is be continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On on receipt of a such Notice of Borrowing, Agent shall promptly (on the same day, if possible) notify each Lender by telephonetelephone (confirmed promptly by telex or telecopy), telex or telefax telecopy of the date of the requested borrowing and the amount thereof as denominated information set forth in the Applicable Currency. The Dollar Equivalent amount Notice of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9Borrowing. Each Lender shall before 1:00 2:00 p.m. (Seattle time) time on the specified date of the requested borrowing, borrowing pay such Lender's Pro Rata Share of the aggregate principal amount pro rata share of the requested borrowing in immediately available Seattle clearinghouse funds and in the requested currency to Agent at its Commercial Loan Processing Service Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 43, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them Borrower. The initial Loan will be in an amount equal to or greater than the amount necessary to repay all amounts then outstanding under the Prior Loan Agreement and shall be used to repay all amounts then outstanding under the Prior Loan Agreement. If the initial Loan is greater than the amount necessary to repay all amounts then outstanding under the Prior Loan Agreement, the excess amount after repayment shall be disbursed to the ordinary checking account maintained by Borrower at Bank of America.Agent's

Appears in 1 contract

Samples: Loan Agreement (Itron Inc /Wa/)

Manner of Borrowing. For each requested Loan, The Borrower shall deliver to Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a Northern written or oral Notice of telephonic prior irrevocable notice (a "Borrowing on the same day it wishes a Loan to be madeNotice") by 11:00 a.m., provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. Chicago, Illinois time, (Seattle timei) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice each requested Borrowing of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable LIBOR Loans and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle timeii) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the requested borrowingdate of Borrowing, pay such Lender's Pro Rata Share of which must be a Business Day, the aggregate principal amount of the requested Borrowing, the type of Loans to comprise such Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. Northern will then notify LaSalle Bank in writing or by telephone by 12:00 noon on the date of receipt of the foregoing notice (which such notice to LaSalle Bank, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after Northern has funded its 50% portion of such requested Loans) and, if such notice requests the Lender to make LIBOR Loans, Northern shall give notice to the Borrower and to LaSalle Bank of the interest rate applicable thereto promptly after Northern has made such determination. LaSalle Bank, on the date of Borrowing of any Revolving Credit Loan, shall remit 50% of any requested Revolving Credit Loan to the Borrower's account, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of a maturing Borrowing of Loans (a "Refunding Borrowing") or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time Northern has made a Revolving Credit Loan, LaSalle Bank shall be deemed to have funded its 50% share of such Revolving Credit Loan and the obligation to remit to Northern on such day its 50% of the Revolving Credit Loan shall be absolute and irrevocable. Each borrowing in from the Lenders under this Agreement shall be made on a pro rata basis of their respective Commitment - Revolving Credit and Commitment - Term Loan. Each payment and prepayment made by the Borrower shall be made to the Lenders pro rata on the basis of the respective amounts of the Loans outstanding immediately available prior to such payment or prepayment. In the event the Borrower fails to give notice pursuant to this Section 4.2 of the reborrowing of the principal amount of any maturing Borrowing or of a Borrowing to refinance a reimbursement obligation with respect to a Letter of Credit (an "L/C Refinancing Borrowing") and has not notified Northern by 11:00 a.m. (Chicago time) on the day such Borrowing matures or such reimbursement obligation becomes due that it intends to repay such Borrowing or such reimbursement obligation with funds and not borrowed hereunder, the Borrower shall be deemed to have requested a Borrowing of Prime Rate Loans on such day in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction amount of the maturing Borrowing or of the reimbursement obligation then due, which new Borrowing shall be applied to pay, as the case may be, the maturing Borrowing or reimbursement obligation then due. Each LIBOR Loan shall mature and become due and payable by the Borrower on the last day of the Interest Period applicable conditions set forth in Article 4, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained by Borrower at Bank of Americathereto.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Continental Materials Corp)

Manner of Borrowing. For Unless otherwise agreed to by ------------------- Lender, each requested Loan, Borrower shall deliver to Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Uncommitted Loan shall be in the form attached hereto as Exhibit A. amount of Five Hundred Thousand Dollars ($500,000) or a whole multiple of One Hundred Thousand Dollars ($100,000) in excess of that amount and shall be made on notice from Borrower may give to Lender of a written or oral Notice of Borrowing on the same day it wishes a request for an Uncommitted Loan to be made, provided said Notice of Borrowing is received by Agent no given not later than 10:00 a.m. 12:00 (Seattle timenoon) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice New York City time two (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (32) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Dayproposed Uncommitted Loan. Each such Notice notice of Borrowing a requested Uncommitted Loan shall be irrevocable by telephone, confirmed immediately by the delivery by hand or facsimile to Lender of a Request for Loan, in the form annexed hereto as Exhibit C, properly completed, specifying therein the requested date (which must be a Business Day) and shall be deemed to constitute a representation and warranty by Borrower that as of the date amount of such notice the statements set forth in Article 5 hereof are true Uncommitted Loan and correct and certifying that (a) there is no Default or Event of Default has occurred under this Agreement and is continuing(b) the total amount of all the Uncommitted Loans does not exceed the Maximum Amount of Uncommitted Loans (a "Request for Uncommitted Loan"). Agent is authorized The information set forth in such Request for Uncommitted Loan shall be conclusive against Borrower (but not against Lender). Each Request for Uncommitted Loan by Borrower hereunder shall be deemed a representation by Borrower to Lender that the conditions to such Uncommitted Loan set forth in Section 8 hereof have been satisfied. Each Request for Uncommitted Loan shall be reviewed by Lender on a case by case basis and the decision whether or not to make Loans upon the request requested Uncommitted Loan shall be made by Lender in its absolute and sole discretion and irrespective of the fact that Borrower may be in compliance with all the terms and conditions set forth herein or in any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time other Loan Documents. Lender reserves the right to time designate by a written notice to the Agentrefuse summarily any Request for Uncommitted Loan without any review. Each Loan requested by Borrower under this Section 2.2 shall be in an amount promptly notified of Lender's approval or denial of each Request for Uncommitted Loan. If a Request for Uncommitted Loan is approved by Lender, not less later than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 3:00 p.m. (Seattle time) New York City time on the date of the such Uncommitted Loan is requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds to be made and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 4this Agreement, and after receipt by Agent of such funds, Agent Lender will promptly make such funds Uncommitted Loan available to Borrower by depositing them wire transfer of the amount of such Uncommitted Loan to the ordinary checking Borrower's account maintained by Borrower at The Industrial Bank of AmericaJapan, Limited, New York Branch (Account No. 2051-14033, Attention: Xx. Xxxxxx Xxxxxxxx) or to such other account as Borrower may from time to time designate.

Appears in 1 contract

Samples: Credit Agreement (Encore Computer Corp /De/)

Manner of Borrowing. For each requested Loan, The Borrower shall deliver give the Administrative Agent telephonic notice of each request for Discretionary Advances not later than 12:00 noon (Minneapolis time) on the applicable Discretionary Advance Date for such Discretionary Advances, specifying the aggregate amount of Discretionary Advances requested and the Discretionary Advances to be made by each Discretionary Lender which are to be funded as Floating Eurodollar Rate Borrowings or Alternate Base Rate Borrowings; provided, that any portion of a Discretionary Advance not so designated shall be funded as an Alternate Base Rate Borrowing. Fixed Rate Borrowings shall not be available with respect to Discretionary Advances. The Borrower shall promptly confirm any such request by delivering to the Administrative Agent a Notice of Borrowing specifying the date of a requested borrowingduly completed and executed Confirmation. The Administrative Agent shall, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Agent no not later than 10:00 a.m. 1:00 p.m. (Seattle Minneapolis time) on the date on which such request for Discretionary Advances is received by it from the Borrower, notify each Discretionary Lender of such request, of such Discretionary Lender's Pro Rata Share of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency LoanDiscretionary Advances requested, the Notice of Borrowing applicable Discretionary Advance Date therefor, and whether such Discretionary Lender's Discretionary Advances are to be funded as Floating Eurodollar Rate Borrowings or Alternate Base Rate Borrowings. Each Discretionary Lender shall be given orally or in writing prior give notice to 10:00 a.m. the Agent by not later than 1:30 p.m. (Seattle Minneapolis time) on a Business Day at least three (3) Business Days prior such Discretionary Advance Date stating whether or not it will make the Discretionary Advance requested of it. If, in its notice to the Lender, any Discretionary Lender declines to make the Discretionary Advance requested date of borrowing. Any Notice of Borrowing given orally it, the Administrative Agent shall promptly be confirmed notify the Borrower of such fact, in which event the Borrower may request the Administrative Agent to request any other Discretionary Lender designated by the Borrower in a writing delivered to Agent. Requests for borrowing received after make all or part of the designated hour will be deemed received on the next succeeding Business DayDiscretionary Advance so declined. Each Discretionary Lender that desires to make a Discretionary Advance requested of it shall deposit into the Collateral Account in Immediately Available Funds by not later than 3:00 p.m. (Minneapolis time) on said Discretionary Advance Date the total amount of the Discretionary Advance to be made by such Notice of Borrowing shall be irrevocable and Discretionary Lender. Each request for Discretionary Advances shall be deemed to constitute be a representation and warranty by the Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that (i) no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans or will exist upon the request of any making of the following persons: Deborah A. Colemanrequested Discretionary Advances and (ii) the representations and warranties contained in Section 3, Joseph H. Hoxxxxin Section 5 of the Warehousing and Discretionary Security Agreement and in Section 5 of the Servicing and Working Capital Security Agreement, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to are true and correct with the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 same force and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax effect as if made on and as of the date of such request. Upon the requested borrowing and deposit of the amount thereof as denominated Discretionary Advances in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined Collateral Account on the applicable Discretionary Advance Date, the Administrative Agent shall transfer the proceeds thereof to the account or accounts designated by the Agent for such Loan on the Computation Date Borrower in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 4, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them notice to the ordinary checking account maintained by Borrower at Bank of AmericaAdministrative Agent.

Appears in 1 contract

Samples: Credit Agreement (Harbourton Financial Services L P)

Manner of Borrowing. For each requested Loan, Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a irrevocable written or oral Notice of telephonic notice (a “Borrowing on the same day it wishes a Loan to be madeNotice”) by 11:00 a.m., provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. Chicago, Illinois time, (Seattle timea) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three two (32) Business Days prior to the requested date of borrowing. Any Notice each requested Borrowing of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable LIBOR Loans, and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle timeb) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the proposed date of Borrowing, which must be a Business Day, the aggregate amount of the requested borrowingBorrowing, pay the type of Loans to comprise such Lender's Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then promptly notify the Lenders in writing or by telephone (which such notice in the case of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding Borrowing of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Pro Rata Share of the aggregate principal amount Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share of the requested borrowing Commitment - Revolving Credit. Each payment and prepayment made by Borrower shall be made to the Lenders in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction accordance with each Lender’s Pro Rata Share of the applicable conditions set forth in Article 4, and after receipt by respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained contrary, upon the expiration of any Interest Period for a LIBOR Loan, such LIBOR Loan shall automatically convert to a Prime Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower at Bank on the last day of Americathe Interest Period applicable thereto.

Appears in 1 contract

Samples: And Term Loan Agreement (Continental Materials Corp)

Manner of Borrowing. For each (a) Request for Borrowing. Each request by Company to Administrative Agent for a Borrowing under Section 2.01 hereof (a "Request for Borrowing") shall specify the aggregate amount of such requested LoanBorrowing, Borrower shall deliver to Agent a Notice of Borrowing specifying the requested date of such Borrowing, and, when the request for Borrowing specifies a requested borrowingEurodollar Borrowing, the amount thereof, and Interest Period which shall be applicable thereto. Company shall furnish to Administrative Agent the Applicable CurrencyRequest for Borrowing at least three (3) Eurodollar Business Days prior to the requested Eurodollar Borrowing date (which must be a Eurodollar Business Day). A Notice Floating Base Borrowing may be made the same date on which a Request for Borrowing is received by Administrative Agent. Any such Request for Borrowing shall: (i) in the case of Borrowing for an Offshore Currency Loan shall a Floating Base Borrowing, be in the form attached hereto as Exhibit A. Borrower may give "B" and (ii) in the case of a written Eurodollar Borrowing, be in the form attached hereto as Exhibit "C". Each Borrowing shall be in an aggregate principal amount of $5,000,000 or oral Notice any integral multiple of $1,000,000. Any Request for Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Administrative Agent no later than 10:00 a.m. after 12:00 noon (Seattle New York City time) on the date of the requested borrowing, provided, if Borrower any Business Day shall simultaneously elect be deemed to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed been received on the next succeeding Business Day. Prior to making a Request for Borrowing, Company may (without specifying whether the anticipated Borrowing shall be a Floating Base Borrowing or Eurodollar Borrowing) request that Administrative Agent provide Company with the most recent InterBank Offered Rate available to Reference Banks. Administrative Agent shall provide such quoted rates to Company on the date of such request. Each such Notice of Request for Borrowing shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as binding on Company and, in respect of the Borrowing specified in such Request for Borrowing, Company shall indemnify each Bank against any cost, loss or expense incurred by such Bank as a result of any failure to fulfill, on or before the date specified for such Borrowing, the conditions to such Borrowing set forth herein, including without limitation, any cost, loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Bank to fund the Advance to be made by such Bank as part of such notice Borrowing when such Advance, as a result of such failure, is not made on such date. After receiving a Request for Borrowing in the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Colemanmanner provided herein, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Administrative Agent shall promptly notify each Lender Bank by telephonetelephone (confirmed immediately by telex, telecopy or cable), telecopy, telex or telefax cable of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds Borrowing and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agentsuch Bank's satisfaction of the applicable conditions set forth in Article 4, and after receipt by Agent pro rata share of such fundsBorrowing, Agent will promptly make such funds available the date on which the Borrowing is to Borrower by depositing them to be made, the ordinary checking account maintained by Borrower at Bank of Americainterest option selected and, if applicable, the Interest Period selected.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cross Timbers Oil Co)

Manner of Borrowing. For each requested Loan, Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a irrevocable written or oral Notice of telephonic notice (a “Borrowing on the same day it wishes a Loan to be madeNotice”) by 11:00 a.m., provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. Chicago, Illinois time, (Seattle timea) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three two (32) Business Days prior to the requested date of borrowing. Any Notice each requested Borrowing of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable LIBOR Loans, and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle timeb) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the proposed date of Borrowing, which must be a Business Day, the aggregate amount of the requested borrowingBorrowing, pay the type of Loans to comprise such Lender's Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then promptly notify the Lenders in writing or by telephone (which such notice in the case of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding Borrowing of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Pro Rata Share of the aggregate principal amount Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share of the requested borrowing Commitment - Revolving Credit and Commitment - Term Loan. Each payment and prepayment made by Borrower shall be made to the Lenders in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction accordance with each Lender’s Pro Rata Share of the applicable conditions set forth in Article 4, and after receipt by respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained contrary, upon the expiration of any Interest Period for a LIBOR Loan, such LIBOR Loan shall automatically convert to a Prime Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower at Bank on the last day of Americathe Interest Period applicable thereto.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Continental Materials Corp)

Manner of Borrowing. For each requested Loan(a) Whenever Borrower desires to use the LIBOR Borrowing Rate, Borrower shall deliver to Agent a Notice of Borrowing specifying the date of a requested borrowinggive U.S. Bank irrevocable notice (either in writing or orally and promptly confirmed in writing) between 8:00 a.m. and 1:00 p.m. (Seattle, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle Washington time) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) two Business Days prior to the requested desired effective date of borrowingthe LIBOR Borrowing Rate ("Borrowing Notice"). Any oral Borrowing Notice shall be given by, and any written Borrowing Notice or confirmation of an oral Borrowing given orally Notice shall promptly be confirmed signed by Paux Xxxxxxx, Xavxx Xxxxxxxxx, xr Annx Xxxxxxx, xach of whom is authorized to request Loans, until written notice by Borrower in a writing delivered to Agent. Requests for borrowing of the revocation of such authority is received after the designated hour will be deemed received on the next succeeding Business Dayby U.S. Bank. Each Borrowing Notice shall specify the requested effective date of the LIBOR Borrowing Rate, the Interest Period, the amount of the LIBOR Rate Borrowing, and whether Borrower is requesting a new advance at the LIBOR Borrowing Rate, conversion of all or any portion of the Prime Rate Borrowing to a LIBOR Rate Borrowing, or a new Interest Period for an outstanding LIBOR Rate Borrowing. Notwithstanding any other term of this Agreement, Borrower may elect the LIBOR Borrowing Rate to apply to Loans or portions thereof only in the minimum principal amount of $500,000. In the event Borrower has not given U.S. Bank a Borrowing Notice two Business Days in advance of the expiration of any Interest Period of Borrower's intent to convert a LIBOR Rate Borrowing to a new LIBOR Rate Borrowing at the expiration of such Notice Interest Period, then such LIBOR Rate Borrowing will, at U.S. Bank's option, at the expiration of Borrowing shall be irrevocable and shall such Interest Period, be deemed to constitute be a representation and warranty by Borrower that as of the date of Prime Rate Borrowing. Until such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized reversion to make Loans upon the request of any of the following persons: Deborah A. Colemana Prime Borrowing Rate, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency interest will be determined by the Agent for accrue on such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 4, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained by Borrower at Bank of America.LIBOR Rate Borrowing at

Appears in 1 contract

Samples: Credit Agreement (Redhook Ale Brewery Inc)

Manner of Borrowing. For each requested Loan(a) Whenever Borrower desires to use the LIBOR Borrowing Rate, Borrower shall deliver to Agent a Notice of Borrowing specifying the date of a requested borrowinggive U.S. Bank irrevocable notice (either in writing or orally and promptly confirmed in writing) between 8:00 a.m. and 1:00 p.m. (Seattle, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle Washington time) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) two Business Days prior to the requested desired effective date of borrowingthe LIBOR Borrowing Rate ("Borrowing Notice"). Any oral Borrowing Notice shall be given by, and any written Borrowing Notice or confirmation of an oral Borrowing given orally Notice shall promptly be confirmed signed by Paul Xxxxxxx, Xxadxxx Xxxx, Xxvix Xxxxxxxxx, xx Anne Xxxxxxx, xxch of whom is authorized to request Loans, until written notice by Borrower in a writing delivered to Agent. Requests for borrowing of the revocation of such authority is received after the designated hour will be deemed received on the next succeeding Business Dayby U.S. Bank. Each Borrowing Notice shall specify the requested effective date of the LIBOR Borrowing Rate, the Interest Period, the amount of the LIBOR Rate Borrowing, and whether Borrower is requesting a new advance at the LIBOR Borrowing Rate, conversion of all or any portion of the Prime Rate Borrowing to a LIBOR Rate Borrowing, or a new Interest Period for an outstanding LIBOR Rate Borrowing. Notwithstanding any other term of this Agreement, Borrower may elect the LIBOR Borrowing Rate to apply to Loans or portions thereof only in the minimum principal amount of $500,000. In the event Borrower has not given U.S. Bank a Borrowing Notice two Business Days in advance of the expiration of any Interest Period of Borrower's intent to convert a LIBOR Rate Borrowing to a new LIBOR Rate Borrowing at the expiration of such Notice of Interest Period, then such LIBOR Rate Borrowing shall be irrevocable and shall automatically, at the expiration of such Interest Period, be deemed to constitute be a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Prime Rate Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 4, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained by Borrower at Bank of America.

Appears in 1 contract

Samples: Credit Agreement (Redhook Ale Brewery Inc)

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Manner of Borrowing. For Borrower shall give Agent at least same Business Day's written notice (by telecopy or otherwise) of each requested intended borrowing of a Base Rate Loan, Borrower shall deliver to Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle time) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to Day's written notice (by telecopy or otherwise) of each intended borrowing of a LIBOR Loan. Each such notice (herein a "Notice of Borrowing") shall be in the requested form of Exhibit A and shall specify the date of the intended borrowing. Any Notice of Borrowing given orally shall promptly be confirmed , and the initial Applicable Interest Rate and Applicable Interest Period selected by Borrower in a writing delivered to Agent. Requests for borrowing received after respect of the designated hour will be deemed received on the next succeeding Business Dayanticipated Loan. Each such Notice of Borrowing shall be irrevocable and effective upon receipt, except that notices received by Agent after 10:30 a.m., Seattle time, on a Business Day shall be deemed to be received on the immediately succeeding Business Day. All such notices shall be irrevocable and shall constitute a representation and warranty by Borrower that as of the date of such the notice the statements set forth in Article 5 4 hereof are true and correct and that no Default or Event of Default has or Potential Event of Default shall have occurred and is be continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a such Notice of Borrowing, Agent shall promptly (on the same day, if possible) notify each Lender by telephonetelephone (confirmed promptly by telex or telecopy), telex or telefax telecopy of the date of the requested borrowing and the amount thereof as denominated information set forth in the Applicable Currency. The Dollar Equivalent amount Notice of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9Borrowing. Each Lender shall before 1:00 12:00 p.m. (Seattle time) time on the specified date of the requested borrowing, borrowing pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, WashingtonPayment Address. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 43, and after receipt by Agent of such funds, Agent will promptly make such funds available to Borrower. All Loans outstanding under the Prior Loan Agreement shall immediately upon the Effective Date be deemed Loans under this Agreement, with the same payment terms and Interest Period as then in effect, but with the LIBOR Spread increased to that applicable under this Agreement. Each Lender may, at its option, fund its own Commitment hereunder notwithstanding any default by the other Lender in advancing its Commitment. In such event, Agent shall thereafter take such disproportionate funding into account in allocating principal and interest repayments to Lenders. The foregoing right of a Lender to advance funds in spite of the other Lender's default shall not prejudice or limit in any respect the rights of such Lender or Borrower by depositing them to against the ordinary checking account maintained by Borrower at Bank of Americadefaulting Lender.

Appears in 1 contract

Samples: Loan Agreement (Itron Inc /Wa/)

Manner of Borrowing. For each requested Loan, Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a irrevocable written or oral Notice of telephonic notice (a “Borrowing on the same day it wishes a Loan to be madeNotice”) by 11:00 a.m., provided said Notice of Borrowing is received by Agent no later than 10:00 a.m. Chicago, Illinois time, (Seattle timea) on the date of the requested borrowing, provided, if Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three two (32) Business Days prior to the requested date of borrowing. Any Notice each requested Borrowing of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable LIBOR Loans, and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Agent shall promptly notify each Lender by telephone, telex or telefax of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle timeb) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the proposed date of Borrowing, which must be a Business Day, the aggregate amount of the requested borrowingBorrowing, pay the type of Loans to comprise such Lender's Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then promptly notify the Lenders in writing or by telephone (which such notice in the case of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding Borrowing of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Pro Rata Share of the aggregate principal amount Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share of the requested borrowing Commitment - Revolving Credit, Commitment - Term Loan and Additional Commitment – Term Loan. Each payment and prepayment made by Borrower shall be made to the Lenders in immediately available funds and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agent's satisfaction accordance with each Lender’s Pro Rata Share of the applicable conditions set forth in Article 4, and after receipt by respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent of such funds, Agent will promptly make such funds available to Borrower by depositing them to the ordinary checking account maintained contrary, upon the expiration of any Interest Period for a LIBOR Loan, such LIBOR Loan shall automatically convert to a Prime Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower at Bank on the last day of Americathe Interest Period applicable thereto.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Continental Materials Corp)

Manner of Borrowing. For each requested Loan, the Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, borrowing and the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a any Base Rate Loan to be made, provided made if said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle time) on the date of the requested borrowing, provided, if . If the Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than indexed to the Prime LIBOR Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loanborrowing, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing borrowing, or confirmations thereof, received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof VI are true and correct in all material respects and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, the Agent shall promptly notify each Lender by telephone, telex or telefax facsimile of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9thereof. Each Lender shall before 1:00 p.m. 12:00 noon (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in to the requested currency to Agent at its Commercial Loan Processing Center0000 Xxxxx Xxxxxx, SeattleXxxxxxx, WashingtonXxxxxxxxxx 00000. Upon fulfillment to the Agent's satisfaction of the applicable conditions set forth in Article 4V, and after receipt by the Agent of such funds, the Agent will either (a) promptly make such funds available to the Borrower by depositing them to the ordinary at a general checking account maintained by the Borrower at Bank the Agent, or at such other place as may be designated by the Borrower in a writing delivered to the Agent; (b) if requested by the Borrower in writing to do so, will apply such funds against the Borrower's obligations to make payments of America.interest accruing under this Agreement, the Note or any other Loan

Appears in 1 contract

Samples: Credit Agreement (Westcoast Hospitality Corp)

Manner of Borrowing. For each requested Loan, the Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, borrowing and the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a any Reference Rate Loan to be made, provided made if said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle time) on the date of the requested borrowing, provided, if . If the Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than indexed to the Prime LIBOR Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loanborrowing, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing borrowing, or confirmations thereof, received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof VI are true and correct in all material respects and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, the Agent shall promptly notify each Lender by telephone, telex or telefax facsimile of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9thereof. Each Lender shall before 1:00 p.m. 12:00 noon (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in to the requested currency to Agent at its Commercial Loan Processing Center0000 Xxxxx Xxxxxx, SeattleXxxxxxx, WashingtonXxxxxxxxxx 00000. Upon fulfillment to the Agent's satisfaction of the applicable conditions set forth in Article 4V, and after receipt by the Agent of such funds, the Agent will either (a) promptly make such funds available to the Borrower by depositing them to the ordinary at a general checking account maintained by the Borrower at Bank the Agent, or at such other place as may be designated by the Borrower in a writing delivered to the Agent; (b) if requested by the Borrower in writing to do so, will apply such funds against the Borrower's obligations to make payments of Americainterest accruing under this Agreement, the Notes or any other Loan Document; or (c) at the Agent's election, apply such proceeds to the satisfaction of Borrower's obligations arising under Section 3.4.

Appears in 1 contract

Samples: Credit Agreement (Cavanaughs Hospitality Corp)

Manner of Borrowing. For each (a) Request for Borrowing. Each request by Company to Administrative Agent for a Borrowing under Section 2.01 hereof (a "Request for Borrowing") shall specify the aggregate amount of such requested LoanBorrowing, Borrower shall deliver to Agent a Notice of Borrowing specifying the requested date of such Borrowing, and, when the request for Borrowing specifies a requested borrowingEurodollar Borrowing or a CD Borrowing, the amount thereof, Interest Period which shall be applicable thereto. Company shall furnish to Administrative Agent the Request for Borrowing at least three (3) Eurodollar Business Days prior to the requested Eurodollar Borrowing date (which must be a Eurodollar Business Day) and at least two (2) Business Days prior to the Applicable Currencyrequested borrowing date (which must be a Business Day) for a CD Borrowing. A Notice Floating Base Borrowing may be made the same date on which a Request for Borrowing is received by Administrative Agent. Any such Request for Borrowing shall: (i) in the case of Borrowing for an Offshore Currency Loan shall a Floating Base Borrowing, be in the form attached hereto as Exhibit A. Borrower may give "B", (ii) in the case of a written CD Borrowing, be in the form attached hereto as Exhibit "C" and (iii) in the case of a Eurodollar Borrowing, be in the form attached hereto as Exhibit "D". Each Borrowing shall be in an aggregate principal amount of $5,000,000 or oral Notice any integral multiple of $1,000,000. Any Request for Borrowing on the same day it wishes a Loan to be made, provided said Notice of Borrowing is received by Administrative Agent no later than 10:00 a.m. after 12:00 noon (Seattle New York City time) on the date of the requested borrowing, provided, if Borrower any Business Day shall simultaneously elect be deemed to have interest accrue on a Loan at a rate other than the Prime Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loan, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing received after the designated hour will be deemed been received on the next succeeding Business Day. Prior to making a Request for Borrowing, Company may (without specifying whether the anticipated Borrowing shall be a Floating Base Borrowing, CD Borrowing or Eurodollar Borrowing) request that Administrative Agent provide Company with the most recent CD Quoted Rate and InterBank Offered Rate available to Reference Banks. Administrative Agent shall provide such quoted rates to Company on the date of such request. Each such Notice of Request for Borrowing shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as binding on Company and, in respect of the Borrowing specified in such Request for Borrowing, Company shall indemnify each Bank against any cost, loss or expense incurred by such Bank as a result of any failure to fulfill, on or before the date specified for such Borrowing, the conditions to such Borrowing set forth herein, including without limitation, any cost, loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Bank to fund the Advance to be made by such Bank as part of such notice Borrowing when such Advance, as a result of such failure, is not made on such date. After receiving a Request for Borrowing in the statements set forth in Article 5 hereof are true and correct and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Colemanmanner provided herein, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, Administrative Agent shall promptly notify each Lender Bank by telephonetelephone (confirmed immediately by telex, telecopy or cable), telecopy, telex or telefax cable of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9. Each Lender shall before 1:00 p.m. (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds Borrowing and in the requested currency to Agent at its Commercial Loan Processing Center, Seattle, Washington. Upon fulfillment to Agentsuch Bank's satisfaction of the applicable conditions set forth in Article 4, and after receipt by Agent pro rata share of such fundsBorrowing, Agent will promptly make such funds available the date on which the Borrowing is to Borrower by depositing them to be made, the ordinary checking account maintained by Borrower at Bank of Americainterest option selected and, if applicable, the Interest Period selected.

Appears in 1 contract

Samples: Credit Agreement (Cross Timbers Oil Co)

Manner of Borrowing. For each requested Loan, the Borrower shall deliver to give the Agent a Notice of Borrowing specifying the date of a requested borrowing, borrowing and the amount thereof, and the Applicable Currency. A Notice of Borrowing for an Offshore Currency Loan shall be in the form attached hereto as Exhibit A. Borrower may give a written or oral Notice of Borrowing on the same day it wishes a any Reference Rate Loan to be made, provided made if said Notice of Borrowing is received by Agent no later than 10:00 a.m. (Seattle time) on the date of the requested borrowing, provided, if . If the Borrower shall simultaneously elect to have interest accrue on a Loan at a rate other than indexed to the Prime LIBOR Rate by giving an Interest Rate Notice (as defined in Section 2.5(b)) in respect of such borrowing or Borrower elects to have an Offshore Currency Loanborrowing, the Notice of Borrowing shall be given orally or in writing prior to 10:00 a.m. (Seattle time) on a Business Day at least three (3) Business Days prior to the requested date of borrowing. Any Notice of Borrowing given orally shall promptly be confirmed by Borrower in a writing delivered to Agent. Requests for borrowing borrowing, or confirmations thereof, received after the designated hour will be deemed received on the next succeeding Business Day. Each such Notice of Borrowing shall be irrevocable and shall be deemed to constitute a representation and warranty by Borrower that as of the date of such notice the statements set forth in Article 5 hereof VI are true and correct in all material respects and that no Default or Event of Default has occurred and is continuing. Agent is authorized to make Loans upon the request of any of the following persons: Deborah A. Coleman, Joseph H. Hoxxxx, Xxxxxxx Xxxxnfxxx, xx xxxx xxxer xxxxxxx xx Xxxxxwer may from time to time designate by a written notice to the Agent. Each Loan requested by Borrower under this Section 2.2 shall be in an amount of not less than $100,000 and an integral multiple of $100,000. On receipt of a Notice of Borrowing, the Agent shall promptly notify each Lender by telephone, telex or telefax facsimile of the date of the requested borrowing and the amount thereof as denominated in the Applicable Currency. The Dollar Equivalent amount of any Loan in an Offshore Currency will be determined by the Agent for such Loan on the Computation Date in accordance with Section 2.9thereof. Each Lender shall before 1:00 p.m. 12:00 noon (Seattle time) on the date of the requested borrowing, pay such Lender's Pro Rata Share of the aggregate principal amount of the requested borrowing in immediately available funds and in to the requested currency to Agent at its Commercial Loan Processing Center1420 Fifth Avenue, Seattle, WashingtonWashington 98101. Upon fulfillment to Agent's satisfaction of the applicable fulfillxxxx xx xxx Xxxxx'x xxxxxxxxxxxx xx xxx xxxxicable conditions set forth in Article 4V, and after receipt by the Agent of such funds, the Agent will either (a) promptly make such funds available to the Borrower by depositing them to the ordinary at a general checking account maintained by the Borrower at Bank the Agent, or at such other place as may be designated by the Borrower in a writing delivered to the Agent; (b) if requested by the Borrower in writing to do so, will apply such funds against the Borrower's obligations to make payments of Americainterest accruing under this Agreement, the Note or any other Loan Document; or (c) at the Agent's election, apply such proceeds to the satisfaction of Borrower's obligations arising under Section 3.4.

Appears in 1 contract

Samples: Credit Agreement (Cavanaughs Hospitality Corp)

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