Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows: (i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Deed of Trust and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid ("Interest"), to such Lender or the Issuer Beneficiary for the use, forbearance and detention or retention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be performed or fulfilled shall be reduced to such Lender limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or, at the Issuer hereunder option of Beneficiary, be paid over to Grantor, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Beneficiary shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section will control all agreements between Grantor and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Beneficiary.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any or all Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate (“Excess”), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement or in the Term Note, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from any or all Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by any or all Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Deed of Trust and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid ("Interest"), to such Lender or the Issuer Beneficiary for the use, forbearance and detention or retention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled shall be reduced to such Lender limit and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or at the Issuer hereunder option of Beneficiary be paid over to Grantor, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Beneficiary shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This paragraph will control all agreements between Grantor and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Beneficiary.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Inland Diversified Real Estate Trust, Inc.)
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws andLoan Documents, anything herein in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the contrary notwithstandingterms of this Agreement, the obligations Note(s) or any of each the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to each Lender pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Issuer Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under this Agreement any of the Loan Documents shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Law. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Borrower covenants that (i) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Borrower of such Excess, and control; (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Bank, all interest at any time contracted for, charged or under any of the other aforesaid agreements or otherwise received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into the amount of interest which would have accrued to such Lender Note(s) and each Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Sources: Loan Agreement (Levitt Corp)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law (the “Maximum Rate”). No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall any Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel any Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), each Borrower stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) each Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.1.5 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.1.5.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to the Agent and each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Agent or such Lender or the Issuer limiting rates of interest which may be charged or collected by the Agent or such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to the Agent or a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by the Agent or such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "“Highest Lawful Rate"”), and any excess shall be credited to such the Borrower by ------------------- the Agent or such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to the Agent or such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to the Agent or such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Agent or such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Agent or such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Agent or such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section. For purposes of Section 10.6.303.201 of the Texas Finance Code, as amended, to the extent, if any, applicable to the Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the “indicated (weekly) rate ceiling” as defined in said Section, provided that the Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to the Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and revolving tri-party accounts
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein or in any other Loan Document to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement and the other Loan Documents shall be subject to the limitation that payments of interest shall not be required to the extent that receipt or charging thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this AgreementAgreement or the other Loan Documents, it is agreed as follows:
(ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this AgreementAgreement and the other Loan Documents, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such amounts owed under this Agreement by Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness amounts owed under this Agreement and the other Loan Documents until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II this Agreement together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest interest, swap breakage, and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement and the other Loan Documents shall be limited, notwithstanding anything to the contrary in this Agreement or in any other Loan Document to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductionsreductions in the interest otherwise provided pursuant to this Agreement, as applicable, shall not reduce be carried forward and collected in periods in which the amount of interest to accrue to such Lender or the Issuer accruing otherwise pursuant to this Agreement below shall be less than the Highest Lawful Rate until the total amount of interest (including such fees deemed to be interest) accrued pursuant to this Agreement and such fees deemed to be interest the other Loan Documents equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Coupon Interest Rate had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Section.
Appears in 1 contract
Sources: Credit Agreement (Energy Search Inc)
Maximum Interest. It is expressly stipulated and agreed to be the intention intent of Borrower and Bank at all times to comply strictly with the parties ---------------- hereto to conform strictly to applicable usury laws andTexas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by any Note or any Loan Document, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required Related Indebtedness (as hereinafter defined) (or applicable United States federal law to the extent that receipt thereof would be contrary it permits Bank to provisions of law applicable to such Lender contract for, charge, take, reserve or the Issuer limiting rates receive a greater amount of interest which may be charged or collected by such Lender or than under Texas law). If the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law is ever judicially interpreted so as to render usurious any amount (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicablea) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged charged, taken, reserved or received under this Agreementpursuant to any Note, or under any of the other aforesaid agreements Loan Documents or any other communication or writing by or between Borrower and Bank related to the transaction or transactions that are the subject matter of the Loan Documents, (b) contracted for, charged, taken, reserved or received by reason of Bank's exercise of the option to accelerate the maturity of any Note and/or any and all indebtedness paid or payable by Borrower to Bank pursuant to any Loan Document other than any Note (such other indebtedness being referred to in this Section as the "Related Indebtedness"), or (c) Borrower will have paid or Bank will have received by reason of any prepayment by Borrower of any Note or Related Indebtedness, then it is Borrower's and Bank's express intent that all amounts charged in excess of the Maximum Rate shall be automatically canceled, ab initio, and all amounts in excess of the Maximum Rate theretofore collected by Bank shall be credited on the principal balance of any Note and/or the Related Indebtedness (or, if any Note and the Related Indebtedness have been or would thereby be paid in full, refunded to Borrower), and the provisions of any Note and the other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if any Note has been paid in connection full before the end of the stated term of any such Note, then Borrower and Bank agree that Bank shall, with this Agreement reasonable promptness after Bank discovers or is advised by Borrower that interest was received in an amount in excess of the Maximum Rate, either refund such Lender excess interest to Borrower and/or credit such excess interest against such Note and/or any Related Indebtedness then owing by Borrower to Bank. Borrower hereby agrees that as a condition precedent to any claim or counterclaim (in which event such proceeding shall be abated for such time period) seeking usury penalties against Bank, Borrower will provide written notice to Bank, advising Bank in reasonable detail of the Issuer shall under no circumstances exceed the maximum nature and amount of interest allowed by applicable law the violation, and Bank shall have sixty (60) days after receipt of such maximum lawful interest ratenotice in which to correct such usury violation, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, either refunding such excess promptly refunded interest to Borrower or crediting such Borrower); (iii) all excess interest against the Note to which the alleged violation relates and/or the Related Indebtedness then owing by Borrower to Bank. All sums paidcontracted for, charged, taken, reserved or agreed to be paid, to such Lender or the Issuer received by Bank for the use, forbearance and or detention of any debt evidenced by any Note and/or the indebtedness of such Borrower to such Lender or the Issuer hereunder Related Indebtedness shall, to the extent permitted by applicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread throughout the full stated term of such indebtedness Note and/or the Related Indebtedness (including any and all renewal and extension periods) until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the or amount of interest on account of any Note and/or the Related Indebtedness does not exceed the Maximum Rate from time to time in effect and any such fees to accrue applicable to such Lender or Note and/or the Issuer pursuant Related Indebtedness for so long as debt is outstanding. In no event shall the provisions of Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and revolving triparty accounts) apply to this Agreement shall be limited, notwithstanding any Note and/or any of the Related Indebtedness. Notwithstanding anything to the contrary contained herein or in this Agreement any of the other Loan Documents, it is not the intention of Bank to accelerate the maturity of any interest that amount which would have has not accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce time of such acceleration or to collect unearned interest at the interest to accrue to time of such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6acceleration.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws andLoan Documents, anything herein in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the contrary notwithstandingterms of this Agreement, the obligations Secured Note or any of each Borrower to each Lender the Loan Documents, and that are deemed interest under Applicable Law, exceed the Issuer under Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Lender of any right hereunder or under any Loan Document or the prepayment by Obligors of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive, or to require Obligors to pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as “Interest”) in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Obligors to pay Interest exceeding the Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate (“Excess”), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Lender, at the option of Lender, either be applied to reduce the principal amount of the Obligations or returned to Obligors. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Lender. All monies paid to Lender hereunder or under any of the Loan Documents shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Law. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
each Obligor covenants that (i) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Obligor of such Excess, and control; (ii) each Obligor shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Lender, all interest at any time contracted for, charged or under any of the other aforesaid agreements or otherwise received from Obligor in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Each Obligor and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of as an expense, fee or premium rather than as interest is uniform throughout the full term thereof; and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into the amount of interest which would have accrued to such Lender Secured Note and each Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Administrative Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Administrative Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Administrative Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate, and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), Borrowers stipulate that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal of such Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 3.1.1, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Administrative Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Administrative Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Administrative Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Administrative Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.11 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.11.
Appears in 1 contract
Sources: Loan and Security Agreement (Insight Health Services Holdings Corp)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Agreement and control; (ii) the aggregate of all consideration which constitutes interest under applicable law other Loan Documents between Borrower and Lenders, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Notes or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid (“Interest”), to such Lender or the Issuer Lenders for the use, forbearance and detention or retention of the indebtedness money loaned under the Notes exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Borrower and Lenders shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be performed or fulfilled shall be reduced to such Lender limit, and if, from any circumstance whatsoever, Lenders shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under a Note in the inverse order of its maturity (whether or not then due) or, at the Issuer hereunder option of Lender, be paid over to Borrower, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Lenders shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Notes so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section will control all agreements between Borrower and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Lenders.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenDIP Loan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other DIP Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other DIP Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the DIP Loan Documents, or the prepayment by any or all Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate (“Excess”), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements DIP Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from any or all Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder DIP Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such DIP Loan Documents and communications relating to any Interest owed by any or all Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Integrated Electrical Services Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto to that the Agent and each Lender shall conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuerit. Accordingly, if the transactions contemplated hereby or by any other Loan Document would be usurious as to the Agent or any Lender under laws applicable law to it (including the Federal and state laws of the United States of America, America and the State of New York or of any other jurisdiction whose laws may be mandatorily applicable) with respect applicable to a the Agent or such Lender or notwithstanding the Issuer other provisions of this Agreement), then, in that event, notwithstanding anything to the contrary in this AgreementAgreement or any other Loan Document or any agreement entered into in connection with or as security for the Obligations, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under law applicable law to the Agent or any Lender that is contracted for, taken, reserved, charged or received by the Agent or such Lender under this Agreement, Agreement or under any of the other aforesaid Loan Document or agreements or otherwise in connection with this Agreement by such Lender or the Issuer Obligations shall under no circumstances exceed the maximum amount of interest allowed by such applicable law, any excess shall be canceled automatically and if theretofore paid shall be credited by the Agent or such Lender on the principal amount of the Obligations (or, to the extent that the principal amount of the Obligations shall have been or would thereby be paid in full, refunded by the Agent or such Lender, as applicable, to the Borrowers); and (ii) in the event that the maturity of the Obligations is accelerated by reason of any Event of Default under this Agreement or otherwise, or in the event of any required or permitted prepayment, then such consideration that constitutes interest under law (applicable to the Agent or any Lender may never include more than the maximum amount allowed by such maximum lawful interest rateapplicable law, and excess interest, if any, with respect to provided for in this Agreement or otherwise shall be canceled automatically by the Agent or such Lender Lender, as applicable, as of the date of such acceleration or the Issuer herein called the "Highest Lawful Rate")prepayment and, and any excess if theretofore paid, shall be credited to by the Agent or such Borrower by ------------------- such Lender or Lender, as applicable, on the Issuer principal amount of the Obligations (or, if such consideration to the extent that the principal amount of the Obligations shall have been or would thereby be paid in full, refunded by the Agent or such excess promptly refunded Lender to such Borrowerthe Borrowers); (iii) all . All sums paid, paid or agreed to be paid, paid to such the Agent or any Lender or the Issuer for the use, forbearance and or detention of the indebtedness of such Borrower to such Lender or the Issuer sums due hereunder shall, to the extent permitted by law applicable lawto the Agent or such Lender, be amortized, prorated, allocated and spread throughout the full term of such indebtedness the Loans until payment in full so that the actual rate or amount of interest is uniform throughout on account of any Loans hereunder does not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount allowed by such applicable law, exceeds that . If at an time and from time to time (x) the amount which would have accrued of interest payable to the Agent or any Lender on any date shall be computed at the Highest Lawful Rate, Rate applicable to the Agent or such Lender pursuant to this Section 12.19 and (y) in respect of any subsequent interest computation period the amount of interest and any such fees otherwise payable to accrue to the Agent or such Lender or would be less than the Issuer pursuant to this Agreement shall be limited, notwithstanding anything amount of interest payable to the contrary in this Agreement to that amount which would have accrued Agent or such Lender computed at the Highest Lawful RateRate applicable to the Agent or such Lender, but any subsequent reductions, as applicable, shall not reduce then the amount of interest payable to accrue to the Agent or such Lender or the Issuer pursuant in respect of such subsequent interest computation period shall continue to this Agreement below be computed at the Highest Lawful Rate applicable to the Agent or such Lender until the total amount of interest accrued pursuant payable to this Agreement and the Agent or such fees deemed to be interest equals Lender shall equal the total amount of interest which would have accrued been payable to the Agent or such Lender or if the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the total amount of fees ---- which would have interest had been received but for the computed without giving effect of to this Section 10.612.19.
Appears in 1 contract
Sources: Financing Agreement (Value City Department Stores Inc /Oh)
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by CIT pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the Maximum Rate. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by CIT of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle CIT to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and CIT does not intend to collect any unearned interest in the event of any such acceleration. Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 4.1.1 of this Agreement, or in the Notes and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to CIT hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rateprepayment, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited subject to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance any rebate of unearned interest as and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted required by applicable law, be amortized, prorated, allocated and spread throughout the full term Applicable Law. The provisions of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrower and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to give effect to the adjustments or credits required by this Section 4.6.
Appears in 1 contract
Sources: Financing Agreement (Simcala Inc)
Maximum Interest. It is the intention Regardless of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under any provision contained in this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Document, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any other Loan Document and that are deemed interest under this Agreementapplicable law exceed the highest rate permissible under any applicable law, which a court of competent jurisdiction shall, in a final determination, deem applicable hereto or under thereto. No agreements, conditions, provisions or stipulations contained in any of the other aforesaid agreements Loan Documents nor the exercise by Lender of the right to accelerate the payment nor the maturity of all or otherwise any portion of the Obligations nor the exercise of any option whatsoever contained in connection with this Agreement any of the Loan Documents, nor the prepayment by such Borrower of any of the Obligations, nor the occurrence of any contingency whatsoever, shall entitle Lender to charge or the Issuer shall under no circumstances exceed the maximum amount of receive, in any event, interest allowed or charges, amounts, premiums or fees deemed interest by applicable law (such interest, charges, amounts, premiums and fees referred to collectively as “Interest”) in excess of the maximum lawful interest rate allowable under applicable law and in no event shall any Obligor be obligated to pay Interest exceeding such maximum rate, and all agreements, conditions, or stipulations, if any, with respect which may in any event or contingency whatsoever operate to bind, obligate or compel any Obligor to pay Interest exceeding the maximum rate allowable under applicable law shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Lender maximum rate. If any Interest is charged or received in excess of the Issuer herein called the "Highest Lawful Rate"maximum rate allowable under applicable law (“Excess”), Borrower acknowledges and stipulates that any excess such charge or receipt shall be credited the result of an accident and bona fide error, and such Excess, to such Borrower by ------------------- such Lender or the Issuer (orextent received, shall be applied first to reduce the principal Obligations and the balance, if such consideration shall have been paid in fullany, such excess promptly refunded returned to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or it being the Issuer for the use, forbearance and detention intent of the indebtedness parties hereto not to enter into a usurious or other illegal relationship. The right to accelerate the maturity of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned Interest in the event of any such acceleration. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrower to such Lender or in connection with any of the Issuer hereunder Loan Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the actual rate Obligations. The provisions of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Sources: Loan and Security Agreement (Broadwind Energy, Inc.)
Maximum Interest. It is All agreements between the intention Companies and FPM are hereby expressly limited so that in no contingency or event whatsoever, whether by reason of acceleration of maturity of the parties ---------------- hereto to conform strictly to applicable usury laws andindebtedness evidenced hereby or otherwise, anything herein to shall the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, paid to such Lender FPM for the use or the Issuer for the use, forbearance and detention of the indebtedness evidenced hereby exceed the maximum permissible under applicable law. As used herein, the term "applicable law" shall mean the law in effect as of the date hereof; provided, however, that in the event there is a change in the law which results in a higher permissible rate of interest, then this Consignment, Forward Contracts and Trading Line Agreement shall be governed by such new law as of its effective date. In this regard, it is expressly agreed that it is the intent of the Companies and FPM in the execution, delivery and acceptance of this Consignment, Forward Contracts and Trading Line Agreement to contract in strict compliance with the laws of the State of Rhode Island from time to time in effect. If, under or from any circumstances whatsoever, fulfillment of any provision hereof or at the time of performance of such Borrower to provision shall be due, shall involve transcending the limit of such Lender or the Issuer hereunder shall, to the extent permitted validity prescribed by applicable law, then the obligation to be amortized, prorated, allocated and spread throughout fulfilled shall automatically be reduced to the full term limits of such indebtedness until payment in full so that the actual rate of validity, and if under or from circumstances whatsoever FPM should ever receive as interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that an amount which would have accrued at exceed the Highest Lawful Ratehighest lawful rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, be excessive interest shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal applied to the interest provided pursuant reduction of the principal balance evidenced hereby and not to Article II had at the payment of interest. This provision shall control every other provision of all times been in effect, plus agreements between the amount of fees ---- which would have been received but for the effect of this Section 10.6Companies and FPM.
Appears in 1 contract
Sources: Consignment, Forward Contracts and Trading Line Agreement (Wolverine Tube Inc)
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws andLoan Documents, anything herein in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the contrary notwithstandingterms of this Agreement, the obligations Note or any of each the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to each Lender pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Issuer Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under this Agreement any of the Loan Documents shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Law. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Borrower covenants that (i) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Borrower of such Excess, and control; (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Bank, all interest at any time contracted for, charged or under any of the other aforesaid agreements or otherwise received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereofas an expense, fee or premium rather than as Interest; and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into the amount of interest which would have accrued to such Lender Note and each Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Maximum Interest. It is expressly stipulated and agreed to be the intention intent of Borrower and Bank at all times to comply strictly with the parties ---------------- hereto to conform strictly to applicable usury laws andTexas law governing the maximum rate or amount of interest payable on the indebtedness evidenced by the Note or any Loan Document, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required Related Indebtedness (or applicable United States federal law to the extent that receipt thereof would be contrary it permits Bank to provisions of law applicable to such Lender contract for, charge, take, reserve or the Issuer limiting rates receive a greater amount of interest which may be charged or collected by such Lender or than under Texas law). If the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law is ever judicially interpreted so as to render usurious any amount (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicablea) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged charged, taken, reserved or received under this Agreementpursuant to any Note, or under any of the other aforesaid agreements Loan Documents or otherwise in connection with this Agreement any other communication or writing by or between Borrower and Bank related to the transaction or transactions that are the subject matter of the Loan Documents, (b) contracted for, charged, taken, reserved or received by reason of Bank’s exercise of the option to accelerate the maturity of any Note and/or any and all indebtedness paid or payable by Borrower to Bank pursuant to any Loan Document other than such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law Note (such maximum lawful interest rate, if any, with respect other indebtedness being referred to such Lender or in this Section as the Issuer herein called the "Highest Lawful Rate"“Related Indebtedness”), or (c) Borrower will have paid or Bank will have received by reason of any prepayment by Borrower of any Note and/or the Related Indebtedness, then it is Borrower’s and any Bank’s express intent that all amounts charged in excess of the Maximum Lawful Rate shall be automatically canceled, ab initio, and all amounts in excess of the Maximum Lawful Rate theretofore collected by Bank shall be credited to on the principal balance of such Borrower by ------------------- such Lender or Note and/or the Issuer Related Indebtedness (or, if such consideration shall Note and the Related Indebtedness have been or would thereby be paid in full, refunded to Borrower), and the provisions of such Note and the other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if such Note has been paid in full before the end of the stated term of such Note, then Borrower and Bank agree that Bank shall, with reasonable promptness after Bank discovers or is advised by Borrower that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such excess promptly refunded interest to Borrower and/or credit such Borrower); excess interest against such Note and/or any Related Indebtedness then owing by Borrower to Bank. Borrower hereby agrees that as a condition precedent to any claim or counterclaim (iiiin which event such proceeding shall be abated for such time period) all seeking usury penalties against Bank, Borrower will provide written notice to Bank, advising Bank in reasonable detail of the nature and amount of the violation, and Bank shall have sixty (60) days after receipt of such notice in which to correct such usury violation, if any, by either refunding such excess interest to Borrower or crediting such excess interest against such Note to which the alleged violation relates and/or the Related Indebtedness then owing by Borrower to Bank. All sums paidcontracted for, charged, taken, reserved or agreed to be paid, to such Lender or the Issuer received by Bank for the use, forbearance and or detention of any debt evidenced by such Note and/or the indebtedness of such Borrower to such Lender or the Issuer hereunder Related Indebtedness shall, to the extent permitted by applicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread throughout the full stated term of such indebtedness Note and/or the Related Indebtedness (including any and all renewal and extension periods) until payment in full so that the actual rate or amount of interest on account of such Note and/or the Related Indebtedness does not exceed the Maximum Lawful Rate from time to time in effect and applicable to such Note and/or the Related Indebtedness for so long as debt is uniform throughout outstanding. In no event shall the full term thereof; provisions of Chapter 346 of the Texas Finance Code which regulates certain revolving credit loan accounts and (iv) if at revolving triparty accounts apply to such Note and/or any time of the Related Indebtedness. Notwithstanding anything to the Loan Agreement contrary contained herein or in any of the other Loan Documents, it is not the intention of Bank to accelerate the maturity of any interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have has not accrued at the Highest Lawful Rate, the amount time of such acceleration or to collect unearned interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to time of such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6acceleration.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or Regardless of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenprovision contained in any Loan Document, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to any Loan Document and that are deemed interest under this Agreementapplicable law exceed the highest rate permissible under any applicable law (the "Maximum Rate"). No agreements, conditions, provisions or under stipulations contained in any Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations or the exercise of any other option whatsoever in any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender Loan Documents, or the Issuer prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall under no circumstances exceed the maximum amount of entitle Lender to charge or receive, in any event, interest allowed or charges, amounts, premiums or fees deemed interest by applicable law (such maximum lawful interest rateinterest, charges, amounts, premiums and fees referred to collectively as "Interest") in excess of the Maximum Rate, and no Obligor shall be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions, or stipulations, if any, with respect that may operate to bind, obligate or compel any Obligor to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Lender Maximum Rate. If any Interest is charged or received in excess of the Issuer herein called the Maximum Rate ("Highest Lawful RateExcess"), Borrower acknowledges and stipulates that any excess such charge or receipt shall be credited to the result of an accident and bona fide error, and such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidExcess, to such Lender the extent received, shall be, at Borrower's option, returned to Borrower forthwith or credited as a payment of principal, but shall not be applied to the Issuer for payment of interest applied, it being the use, forbearance and detention intent of the indebtedness parties hereto not to enter into a usurious or other illegal relationship. The right to accelerate the maturity of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned interest in the event of any such acceleration. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrower to such Lender or in connection with any of the Issuer hereunder Loan Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the actual rate Obligations. The provisions of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Sources: Loan and Security Agreement (Advanced Environmental Recycling Technologies Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Security Instrument and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer Beneficiary for the use, forbearance and detention or retention of the indebtedness money loaned under the Note (“Interest”) exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be performed or fulfilled shall be reduced to such Lender limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or, at the Issuer hereunder option of Beneficiary, be paid over to Grantor, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Beneficiary shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section will control all agreements between Grantor and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Beneficiary.
Appears in 1 contract
Sources: Deed of Trust (Griffin Capital Essential Asset REIT II, Inc.)
Maximum Interest. It Regardless of any provision contained in this Agreement or any of the other Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents, or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the intention Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties ---------------- hereto not to conform strictly enter into a usurious or otherwise illegal relationship. The right to applicable usury laws andaccelerate the maturity of any of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, anything herein and Agent and Lenders do not intend to collect any unearned interest in the contrary notwithstandingevent of any such acceleration. Borrower recognizes that, with fluctuations in the obligations rates of each Borrower interest set forth in Section 2.1.1 of this Agreement, and in the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to each Agent or any Lender and hereunder or under any of the Issuer under this Agreement other Loan Documents, whether at maturity or by prepayment, shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Law. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Borrower covenants that (i) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Borrower of such Excess, and control; (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Agent or any Lender, all interest at any time contracted for, charged or under received from Borrower in connection with any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into every Loan Document (whether or not any provision of this subsection is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrower and all figures set forth therein shall, for the amount sole purpose of interest which would have accrued computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to such Lender or the Issuer if a varying rate per annum equal give effect to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of adjustments or credits required by this Section 10.62.10.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any or all Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from any or all Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by any or all Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Integrated Electrical Services Inc)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive, in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate; and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in SECTION 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement SECTION 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this SECTION 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Tropical Sportswear International Corp)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of any of the Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in any of the Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this AgreementAgreement or in the Notes and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrowers of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.6.
Appears in 1 contract
Sources: Loan and Security Agreement (Atlantic Premium Brands LTD)
Maximum Interest. It is In no event whatsoever shall the intention aggregate of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender all amounts deemed interest hereunder and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender pursuant to the terms of this Agreement exceed the Maximum Rate, nor shall any provisions hereof be construed as a contract to pay, for the use, forbearance or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws detention of money with interest at a rate or in an amount in excess of the United States Maximum Rate. If any provisions of Americathis Agreement contravene any such law, or of any other jurisdiction whose laws may such provisions shall be mandatorily applicable) with respect deemed amended to a Lender or the Issuer then, in that event, notwithstanding conform to such law. Notwithstanding anything to the contrary contained herein, no provision of this Agreement shall require the payment or permit the collection of interest in excess of the Maximum Rate. If any excess of interest in such respect is herein provided for, or shall be adjudicated to be so provided, in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Agreement or otherwise in connection with this Agreement by such Lender loan transaction, the provisions of this paragraph shall govern and prevail, and neither Borrower nor the sureties, guarantors, successors or assigns of Borrower shall be obligated to pay the Issuer shall under no circumstances exceed the maximum excess amount of such interest, or any other excess sum paid for the use, forbearance or detention of sums loaned pursuant hereto. If for any reason interest allowed in excess of the Maximum Rate shall be deemed charged, required or permitted by applicable law (any court of competent jurisdiction, any such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower applied as a payment and reduction of the principal of indebtedness evidenced by ------------------- such Lender or the Issuer (orthis Agreement; and, if such consideration shall have the principal amount hereof has been paid in full, such any remaining excess promptly refunded shall forthwith be paid to such Borrower); (iii) all sums paid. In determining whether or not the interest paid or payable exceeds the Maximum Rate, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized(i) characterize any non-principal payment as an expense, proratedfee, allocated or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate, and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender equal or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until unequal parts the total amount of interest accrued pursuant to throughout the entire contemplated term of the indebtedness evidenced by this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to so that the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6entire term does not exceed the Maximum Rate.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to that each Bank shall conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuerit. Accordingly, if the transactions contemplated hereby would be usurious as to any Bank under laws applicable law to it (including the Federal and state laws of the United States of America, America and the State of Texas or of any other jurisdiction whose laws may be mandatorily applicable) with respect applicable to a Lender or such Bank notwithstanding the Issuer other provisions of this Agreement), then, in that event, notwithstanding anything to the contrary in this Agreementany of the Loan Documents or any agreement entered into in connection with or as security for the Notes, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under law applicable law to any Bank that is contracted for, taken, reserved, charged or received under this Agreement, or by such Bank under any of the other aforesaid Loan Documents or agreements or otherwise in connection with this Agreement by such Lender or the Issuer Notes shall under no circumstances exceed the maximum amount of interest allowed by such applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate")law, and any excess shall be cancelled automatically and if theretofore paid shall be credited to by such Borrower by ------------------- such Lender or Bank on the Issuer principal amount of the Obligations (or, if such consideration to the extent that the principal amount of the Obligations shall have been or would thereby be paid in full, refunded by such excess promptly refunded Bank to such the Borrower); and
(iiiii) all sums in the event that the maturity of the Notes is accelerated by reason of an election of the holder thereof resulting from any Event of Default under this Agreement or otherwise, or in the event of any required or permitted prepayment, then such consideration that constitutes interest under law applicable to any Bank may never include more than the maximum amount allowed by such applicable law, and excess interest, if any, provided for in this Agreement or otherwise shall be cancelled automatically by such Bank as of the date of such acceleration or prepayment and, if theretofore paid, shall be credited by such Bank on the principal amount of the Obligations (or, to the extent that the principal amount of the Obligations shall have been or would thereby be paid in full, refunded by such Bank to the Borrower). All sums paid or agreed to be paid, paid to such Lender or the Issuer any Bank for the use, forbearance and or detention of the indebtedness of such Borrower to such Lender or the Issuer sums due hereunder shall, to the extent permitted by law applicable lawto such Bank, be amortized, prorated, allocated and spread throughout the full term of such indebtedness the Loans evidenced by the Notes until payment in full so that the actual rate or amount of interest is uniform throughout on account of any Loans hereunder does not exceed the full term thereof; and (iv) if maximum amount allowed by such applicable law. If at any time and from time to time (i) the amount of interest provided pursuant payable to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued Bank on any date shall be computed at the Highest Lawful Rate, Rate applicable to such Bank pursuant to this Section 9.9 and (ii) in respect of any subsequent interest computation period the amount of interest and any such fees to accrue otherwise payable to such Lender or Bank would be less than the Issuer pursuant amount of interest payable to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued such Bank computed at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue Rate applicable to such Lender or Bank, then the Issuer pursuant amount of interest payable to this Agreement below such Bank in respect of such subsequent interest computation period shall continue to be computed at the Highest Lawful Rate applicable to such Bank until the total amount of interest accrued pursuant payable to this Agreement and such fees deemed to be interest equals Bank shall equal the total amount of interest which would have accrued been payable to such Lender or Bank if the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the total amount of fees ---- which would have interest had been received but for the computed without giving effect of to this Section 10.69.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrower and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
SECTION 3. LOAN ADMINISTRATION
Appears in 1 contract
Sources: Loan and Security Agreement (Metromedia International Group Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to the Administrative Agent and each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Administrative Agent or such Lender or the Issuer limiting rates of interest which may be charged or collected by the Administrative Agent or such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to the Administrative Agent or a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by the Administrative Agent or such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "“Highest Lawful Rate"”), and any excess shall be credited to such the Borrower by ------------------- the Administrative Agent or such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to the Administrative Agent or such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to the Administrative Agent or such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Administrative Agent or such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Administrative Agent or such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Administrative Agent or such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section. For purposes of Section 10.6.303.201 of the Texas Finance Code, as amended, to the extent, if any, applicable to the Administrative Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the “indicated (weekly) rate ceiling” as defined in said Section, provided that the Administrative Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to the Administrative Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (which regulates
Appears in 1 contract
Sources: Credit Agreement (Noble Energy Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto Bank and the Borrower to conform strictly to applicable usury comply with the laws of the State of Illinois, and, anything herein notwithstanding any provision to the contrary notwithstandingcontained herein or in the other Related Documents, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to pay, and the extent that receipt thereof would Bank shall not be contrary permitted to provisions collect, any amount in excess of law applicable to such Lender or the Issuer limiting rates maximum amount of interest which may be charged or collected permitted by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws "EXCESS INTEREST"). If any Excess Interest is provided for or determined to have been provided for by a court of competent jurisdiction in this Agreement or in any of the United States of Americaother Related Documents, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, then in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
such event (i) the provisions of this Section 10.6 SECTION 4.15 shall govern and control; (ii) the aggregate Borrower shall not be obligated to pay any Excess Interest; (iii) any Excess Interest that the Bank may have received hereunder shall be, at the Bank's sole option, (A) applied as a credit against either the outstanding principal balance of all consideration which constitutes the Revolving Loans or accrued and unpaid interest hereon, (B) refunded to the payor thereof, or (C) any combination of the foregoing; (iv) the interest rate(s) provided for herein shall be automatically reduced to the maximum rate allowed under applicable law that is contracted forlaw, charged and this Agreement and the other Related Documents shall be deemed to have been, and shall be, reformed and modified to reflect such reduction; and (v) the Borrower shall not have any action against the Bank for any damages arising out of the payment or received under this Agreementcollection of any Excess Interest. Notwithstanding the foregoing, if any interest payment or other charge or fee payable hereunder or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed Related Documents exceeds the maximum amount of interest allowed then permitted by applicable law, then to the extent permitted by law, the Borrower shall be obligated to pay the maximum amount then permitted by applicable law and the Borrower shall continue to pay the maximum amount from time to time permitted by applicable law until all such interest payments and other charges and fees otherwise due hereunder or under any of the other Related Documents (in the absence of such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower restraint imposed by ------------------- such Lender or the Issuer (or, if such consideration shall applicable law) have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenCredit Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent or any Lender pursuant to the terms of this Agreement or any of the other Credit Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Credit Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Credit Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate (“Excess”), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and neither Agent nor any Lenders intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 3.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Credit Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrowers covenant that (i) the credit or return of any Excess shall constitute the acceptance by Borrowers of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Credit Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Credit Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Credit Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws laws, and, anything herein to the contrary notwithstanding, the obligations Obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which that may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law Governmental Requirements (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 12.12 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law Governmental Requirements that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Loan Document or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawGovernmental Requirements, be amortized, prorated, allocated 715347206 14464587 and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawGovernmental Requirements, exceeds that amount which that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement Agreement, to that amount which that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.02 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.612.12.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any or all Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal amount of the Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 3.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from any or all Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by any or all Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Tropical Sportswear Co Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to the Agent and each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Agent or such Lender or the Issuer limiting rates of interest which may be charged or collected by the Agent or such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:the
(ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by the Agent or such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful RateHIGHEST LAWFUL RATE"), and any excess shall be credited to such the Borrower by ------------------- the Agent or such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to the Agent or such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to the Agent or such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II SECTION 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Agent or such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Agent or such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Agent or such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II SECTION 3.2 had at all times been in effect, plus PLUS the amount of fees ---- which would have been received but for the effect of this Section. For purposes of Section 10.6303.201 of the Texas Finance Code, as amended, to the extent, if any, applicable to the Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the "indicated (weekly) rate ceiling" as defined in said Section, provided that the Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to the Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and revolving tri-party accounts (formerly Tex. Rev. Civ.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in this ---------------- Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any or all Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all interest at any time contracted for, charged or received from any or all Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by any or all Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Gulf States Steel Inc /Al/)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws laws, and, anything herein to the contrary notwithstanding, the obligations Obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which that may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law Governmental Requirements (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 12.12 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law Governmental Requirements that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Loan Document or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawGovernmental Requirements, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawGovernmental Requirements, exceeds that amount which that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement Agreement, to that amount which that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.02 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.6.12.12.
Appears in 1 contract
Sources: Credit Agreement (Evolve Transition Infrastructure LP)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or Regardless of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or provision contained in any of ---------------- the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of any of the Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in any of the Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned interest in the event of any such acceleration. Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 3.1.1 of this AgreementAgreement and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrower and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.6.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate; and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Tropical Sportswear International Corp)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) ii all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) iv if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.provided
Appears in 1 contract
Sources: 364 Day Credit Agreement (Spinnaker Exploration Co)
Maximum Interest. It is (a) Anything in this Agreement or the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein Bank Note to the contrary notwithstanding, the obligations Authority shall never be required to pay interest on any Advance or the Bank Note at a rate in excess of each Borrower to each Lender the maximum nonusurious interest rate under applicable federal law and applicable state law (including specifically Chapter 1204, Texas Government Code, as amended) (such maximum non-usurious interest rate being the Issuer “Highest Lawful Rate”), and if the effective rate of interest which would otherwise be payable under this Agreement shall be subject to and the limitation that payments of interest shall not be required to Bank Note would exceed the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Highest Lawful Rate then (i) the provisions amount of interest which would otherwise be immediately payable by the Authority on any Advance under this Section 10.6 Agreement and the Bank Note shall govern and control; (ii) be reduced to the aggregate amount allowed by applicable law. It is further agreed that, without limitation of the foregoing, all consideration which constitutes calculations of the rate of interest under applicable law that is contracted for, charged or received by the Bank on any Advance under the Bank Note, or under this Agreement, or under any are made for the purpose of determining whether such rate exceeds the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate")Rate applicable to the Bank, and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shallmade, to the extent permitted by usury laws applicable lawto the Bank (now or hereafter enacted), be amortizedby amortizing, prorated, allocated prorating and spread throughout spreading in equal parts during the period of the full stated term of such indebtedness until payment in full so that the actual rate of applicable Advances, evidenced by the Bank Note, all interest is uniform throughout the full term thereof; and (iv) if at any time contracted for, charged or received by the Bank in connection therewith. If at any time and from time to time (i) the amount of interest provided pursuant payable to Article II together with the Bank on any other fees payable date shall be computed at the Highest Lawful Rate pursuant to this Agreement Section 3.4 and deemed (ii) in respect of any subsequent interest under applicable law, exceeds that computation period the amount which of interest otherwise payable to the Bank would have accrued be less than the amount of interest payable to the Bank computed at the Highest Lawful Rate, then to the extent permitted by law the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything payable to the contrary Bank in this Agreement respect of such subsequent interest computation period shall continue to that amount which would have accrued be computed at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant payable to this Agreement and such fees deemed to be interest equals the Bank shall equal the total amount of interest which would have accrued been payable to the Bank if the total amount of interest had been computed without giving effect to this Section 3.4 and shall continue to be payable until the Bank has been paid in full for all such Lender amounts. In determining whether or not the Issuer if interest paid or payable, under any specific contingency, exceeds the Highest Lawful Rate, the Authority and the Bank shall, to the maximum extent permitted under usury laws applicable to the Bank (now or hereafter enacted),
(i) characterize any non-principal payment as an expense, fee or premium rather than as interest and (ii) exclude voluntary prepayments and effects thereof. Upon termination of this Agreement, in consideration for the limitation of the rate of interest otherwise payable hereunder, the Authority shall pay, to the extent permitted by law, the Bank a varying rate per annum fee equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for all interest accrued hereunder that remains unpaid on the effect date of termination of this Section 10.6Agreement.
(b) Chapter 346, Texas Finance Code, as amended (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not apply to this Agreement or the Bank Note.
Appears in 1 contract
Sources: Credit Agreement
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "“Highest Lawful Rate"”), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 4.12 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.full
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Mortgage and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Borrower and Lender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, paid (“Interest”) to such Lender or the Issuer for the use, forbearance and forbearance, retention or detention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Borrower and Lender shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled shall be reduced to such limit, and if, from any circumstance whatsoever, Lender shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or at the Issuer hereunder option of Lender be paid over to Borrower, and not to the payment of Interest. All Interest (including any amounts or payments judicially or otherwise under law deemed to be Interest) contracted for, charged, taken, reserved, paid or agreed to be paid to Lender shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness the Note, including any extensions and renewals thereof until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout the Interest thereon for such full term thereof; and (iv) if will not at any time exceed the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section will control all agreements between Borrower and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Lender.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Borrower recognizes that, with fluctuations in the rates of interest set forth in SECTION 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement SECTION 2.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrower and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to give effect to the adjustments or credits required by this SECTION 2.10.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to the Administrative Agent and each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Administrative Agent or such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:collected
(ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by the Administrative Agent or such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "“Highest Lawful Rate"”), and any excess shall be credited to such the Borrower by ------------------- the Administrative Agent or such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to the Administrative Agent or such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to the Administrative Agent or such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Administrative Agent or such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Administrative Agent or such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Administrative Agent or such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section. For purposes of Section 10.6303.201 of the Texas Finance Code, as amended, to the extent, if any, applicable to the Administrative Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the “indicated (weekly) rate ceiling” as defined in said Section, provided that the Administrative Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to the Administrative Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and revolving tri-party accounts shall not apply to this Agreement or the other Loan Documents.
Appears in 1 contract
Sources: Credit Agreement (Noble Energy Inc)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received under by Agent or any Lender pursuant to the terms of this Agreement, Agreement or under any of the other aforesaid agreements Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law (the “Maximum Rate”). No agreements, conditions, provisions or otherwise stipulations contained in connection with this Agreement by such Lender or any of the other Loan Documents or the Issuer exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any Obligor of any of the Obligations, or the occurrence of any contingency whatsoever, shall under no circumstances exceed the maximum amount of entitle Agent or Lenders to charge or receive in any event, interest allowed or any charges, amounts, premiums or fees deemed interest by applicable law Applicable Law (such maximum lawful interest rateinterest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall any Obligor be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, with respect which may in any event or contingency whatsoever operate to such Lender bind, obligate or compel any Obligor to pay Interest exceeding the Issuer herein called the "Highest Lawful Rate"), and any excess Maximum Rate shall be credited to such Borrower by ------------------- such Lender without binding force or the Issuer (oreffect, if such consideration shall have been paid at law or in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shallequity, to the extent permitted by applicable lawonly of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so each Obligor stipulates that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender charge or the Issuer pursuant to this Agreement receipt shall be limitedthe result of an accident and bona fide error, notwithstanding anything and such Excess, to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicableextent received, shall not be applied first to reduce the interest to accrue to such Lender or principal Obligations and the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer balance, if a varying rate per annum equal any, returned to the interest provided pursuant Obligors, it being the intent of the parties hereto not to Article II had at all times been in effect, plus enter into an usurious or otherwise illegal relationship. The right to accelerate the amount maturity of fees ---- which would have been received but for any of the effect of this Section 10.6.Obligations does
Appears in 1 contract
Maximum Interest. It is the intention Regardless of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under any provision contained in this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenTerm Loan Document, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any other Term Loan Document and that are deemed interest under this Agreementapplicable law exceed the highest rate permissible under any applicable law (including resulting in an amount or at a rate that would result in the receipt by Lender of interest at a criminal rate, as the terms “interest” and “criminal rate” are defined under the Criminal Code (Canada)), which a court of competent jurisdiction shall, in a final determination, deem applicable hereto. No agreements, conditions, provisions or under stipulations contained in any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender Term Loan Documents or the Issuer exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations or the exercise of any option whatsoever contained in any of the Term Loan Documents, or the prepayment by any Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall under no circumstances exceed the maximum amount of entitle Lender to charge or receive, in any event, interest allowed or charges, amounts, premiums or fees deemed interest by applicable law (such interest, charges, amounts, premiums and fees referred to collectively as “Interest”) in excess of the maximum lawful interest rate allowable under applicable law and in no event shall any Obligor be obligated to pay Interest exceeding such maximum rate, and all agreements, conditions, or stipulations, if any, with respect which may in any event or contingency whatsoever operate to bind, obligate or compel any Obligor to pay Interest exceeding the maximum rate allowable under applicable law shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Lender maximum rate. If any Interest is charged or received in excess of the Issuer herein called the "Highest Lawful Rate"maximum rate allowable under applicable law (“Excess”), each Borrower acknowledges and stipulates that any excess such charge or receipt shall be credited the result of an accident and bona fide error, and such Excess, to such Borrower by ------------------- such Lender or the Issuer (orextent received, shall be applied first to reduce the principal Obligations and the balance, if such consideration shall have been paid in fullany, such excess promptly refunded returned to such Borrower); (iii) all sums paidBorrowers, or agreed to be paid, to such Lender or it being the Issuer for the use, forbearance and detention intent of the indebtedness parties hereto not to enter into a usurious or other illegal relationship. The right to accelerate the maturity of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such Borrower acceleration, and Lender does not intend to collect any unearned interest in the event of any such Lender acceleration. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with any of the Issuer hereunder Term Loan Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the actual rate Obligations. The provisions of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Term Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Sources: Loan and Security Agreement (Lakeland Industries Inc)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Lender do not intend to collect any unearned Interest in the event of any such acceleration. Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.4 of this Agreement or in the Note, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender or any Lender, all Interest at any time contracted for, charged or received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.15 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrower and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.15.
Appears in 1 contract
Sources: Loan and Security Agreement (Tropical Sportswear International Corp)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(ia) the provisions of this Section 10.6 SECTION 4.16 shall govern and control; ;
(iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful RateHIGHEST LAWFUL RATE"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); ;
(iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and and
(ivd) if at any time the interest provided pursuant to Article II SECTION 4.1 together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding not withstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II SECTION 4.1 had at all times been in effectef fect, plus PLUS the amount of fees ---- which would have been received but for the effect of this Section 10.6SECTION 4.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws andLoan Documents, anything herein in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the contrary notwithstandingterms of this Agreement, the obligations Note, any Term Note(s) or any of each the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to each Lender pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Issuer Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All moneys paid to Bank hereunder or under this Agreement any of the Loan Documents shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Law. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Borrower covenants that (i) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Borrower of such Excess, and control; (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Bank, all interest at any time contracted for, charged or under any of the other aforesaid agreements or otherwise received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 10.16 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into the amount of interest which would have accrued to such Lender Note, any Term Note(s) and each Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.610.16 is referred to therein).
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations Obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which that may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law Applicable Law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 10.18 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law Applicable Law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Loan Document or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, Highest Lawful Rate with respect to such Lender or the Issuer herein called the "Highest Lawful Rate")Lender, and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.2, together with any other fees and expenses payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawApplicable Law, exceeds that amount which that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement Agreement, to that amount which that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.610.18. In regards to the foregoing, in determining whether or not the interest paid or payable with respect to any Indebtedness of the Borrower to the Lenders, under any specified contingency, exceeds the Highest Lawful Rate, the Borrower and the Lenders shall, to the maximum extent permitted by Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, (iii) amortize, prorate, allocate and spread the total amount of interest throughout the entire contemplated term of such Indebtedness so that interest thereon does not exceed the maximum amount permitted by Applicable Law, and (iv) allocate interest between portions of such Indebtedness, to the end that no such portion shall bear interest at a rate greater than that permitted by Applicable Law. The right to accelerate the maturity of the this Loans under this Agreement and the other Obligations does not include the right to accelerate any interest which has not otherwise accrued on the date of such acceleration, and the Lenders do not intend to charge or receive any unearned interest in the event of acceleration. In the event Applicable Law provides for an interest ceiling under Section 303 of the Texas Finance Code, that ceiling shall be the weekly ceiling.
Appears in 1 contract
Sources: First Lien Credit Agreement (Radiant Oil & Gas Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws laws, and, anything herein to the contrary notwithstanding, the obligations Obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which that may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law Governmental Requirements (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 12.12 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law Governmental Requirements that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Loan Document or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawGovernmental Requirements, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawGovernmental Requirements, exceeds that amount which that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to Third Amended and Restated Credit Agreement – Page 120 715347206 14464587 716874472 14464587 the contrary in this Agreement Agreement, to that amount which that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.02 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.612.12.
Appears in 1 contract
Sources: Credit Agreement
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to the Administrative Agent and each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Administrative Agent or such Lender or the Issuer limiting rates of interest which may be charged or collected by the Administrative Agent or such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to the Administrative Agent or a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by the Administrative Agent or such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "“Highest Lawful Rate"”), and any excess shall be credited to such the Borrower by ------------------- the Administrative Agent or such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to the Administrative Agent or such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to the Administrative Agent or such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.2 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Administrative Agent or such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Administrative Agent or such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Administrative Agent or such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section. For purposes of Section 10.6303.201 of the Texas Finance Code, as amended, to the extent, if any, applicable to the Administrative Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the “indicated (weekly) rate ceiling” as defined in said Section, provided that the Administrative Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to the Administrative Agent or such Lender if greater.
Appears in 1 contract
Maximum Interest. (a) It is the intention of the parties ---------------- hereto to conform comply strictly with Applicable Laws pertaining to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordinglyusury, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that eventany; accordingly, notwithstanding anything any provision to the contrary in this AgreementAgreement or in any of the other Loan Documents, it in no event shall the Loan Documents require or permit the payment, taking, reserving, receiving, collection or charging of any sums constituting interest under applicable laws which exceed the maximum amount of interest permitted by such laws (such maximum lawful interest rate, if any, herein called the "Highest Lawful Rate"). If any such excess interest is agreed as follows:called for, contracted for, charged, taken, reserved, or received in connection with any Obligation under this Agreement or in any of the documents securing the payment hereof or otherwise relating hereto, or in any communication by the Administrative Agent, any Lender or any other person to the Borrower or any other person, or in the event all or part of the principal or interest of any Loan shall be prepaid or accelerated, so that under any of such circumstances or under any other circumstance whatsoever the amount of interest contracted for, charged, taken, reserved, or received on the amount of principal actually outstanding from time to time
(i) the provisions of this Section 10.6 shall govern and control; , (ii) the aggregate of all consideration which constitutes interest under applicable law Applicable Law that is called for, contracted for, charged charged, taken, reserved or received under this AgreementAgreement and the other Loan Documents, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any such excess shall be credited to such against the then unpaid principal balance of Obligations of the Borrower by ------------------- such Lender or the Issuer Administrative Agent (or, if such consideration Obligations shall have been paid in full, such excess promptly refunded to such BorrowerBorrower by the Lenders); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer Administrative Agent for the benefit of the Lenders for the use, forbearance and detention of the indebtedness of such amounts owed under this Agreement by the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness the Obligations, including all prior and subsequent renewals and extensions, owed under this Agreement and the other Loan Documents until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II this Agreement together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawApplicable Law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest interest, swap breakage, and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement and the other Loan Documents shall be limited, notwithstanding anything to the contrary in this Agreement or in any other Loan Document to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductionsreductions in the interest otherwise provided pursuant to this Agreement, as applicable, shall not reduce be carried forward and collected in periods in which the amount of interest to accrue to such Lender or the Issuer accruing otherwise pursuant to this Agreement below shall be less than the Highest Lawful Rate until the total amount of interest (including such fees deemed to be interest) accrued pursuant to this Agreement and such fees deemed to be interest the other Loan Documents equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Alternate Base Rate had at all times been in effect, effect plus the amount of fees ---- which would have been received but for the effect of this Section 10.6and the Highest Lawful Rate limitation imposed in Section 3.
2.1. Without limiting the foregoing, all calculations of the rate of interest contracted for, charged, taken, reserved, or received in connection herewith which are made for the purpose of determining whether such rate exceeds the maximum lawful rate shall be made to the extent permitted by Applicable Laws by amortizing, prorating, allocating and spreading during the period of the full term of the Obligations, including all prior and subsequent renewals and extensions, all interest at any time contracted for, charged, taken, reserved, or received. The terms of this section shall be deemed to be incorporated in every Loan Document, security instrument and other document executed in connection therewith, and every communication relating thereto.
(b) The Borrower, the Administrative Agent, each Issuer and each Lender agree that Chapter 346 of the Texas Finance Code ("Chapter 346") (which regulates certain revolving loan accounts and revolving tri-party accounts) shall not apply to any revolving loan accounts created under this Agreement, the Notes or the other Loan Documents or maintained in connection therewith.
(c) To the extent that the interest rate laws of the State of Texas are applicable to this Agreement, any Note or any other Loan Document, the applicable interest rate ceiling is the indicated "weekly ceiling" determined in accordance with Chapter 1D of the Texas Credit Code, as amended, and, to the extent that any Obligation under this Agreement, any Note or any other Loan Document is deemed an open end account as such term is defined in the Texas Credit Code, the Administrative Agent retains the right to modify the interest rate in accordance with Applicable Law.
Appears in 1 contract
Sources: Credit Agreement (Bargo Energy Co)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenCredit Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Credit Documents and that are deemed interest under applicable law exceed the highest rate permissible under any applicable law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Credit Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Credit Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by applicable law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate ("Excess"), each Borrower stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal of such Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.5, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Credit Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by applicable law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Credit Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout Obligations. Borrowers, Agent and Lenders shall, to the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest maximum extent permitted under applicable law, exceeds that amount which would have accrued at (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest and (ii) exclude voluntary prepayments and the Highest Lawful Rate, the amount effects thereof. The provisions of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.14 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Credit Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Credit Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by ▇▇▇▇▇▇▇▇▇, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.14.
Appears in 1 contract
Sources: Senior Secured Revolving Credit and Guaranty Agreement (Euramax Holdings, Inc.)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in SECTION 2.1.1 of this Agreement and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrowers of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this SECTION 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Sed International Holdings Inc)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenDIP Financing Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any of the other DIP Financing Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other DIP Financing Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the DIP Financing Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate, and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), Borrowers stipulate that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal of such Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in
Section 3.1. 1, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements DIP Financing Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder DIP Financing Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.8 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every DIP Financing Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such DIP Financing Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.8.
Appears in 1 contract
Sources: Post Petition Loan and Security Agreement (Insight Health Services Holdings Corp)
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws andLoan Documents, anything herein in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the contrary notwithstandingterms of this Agreement, the obligations Notes or any of each the Loan Documents, and that are deemed interest under Applicable Laws, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to each Lender pay, interest or any amounts deemed interest by Applicable Laws (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Issuer Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under this Agreement any of the Loan Documents shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Laws. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Borrower covenants that (ia) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Borrower of such Excess, and control; (iib) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Bank, all interest at any time contracted for, charged or under any of the other aforesaid agreements or otherwise received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Laws, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Laws, (a) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivb) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into the amount of interest which would have accrued to such Lender Notes and each Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenCredit Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent or any Lender pursuant to the terms of this Agreement or any of the other Credit Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Credit Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Credit Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and neither Agent nor any Lenders intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 3.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Credit Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrowers covenant that (i) the credit or return of any Excess shall constitute the acceptance by Borrowers of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Credit Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.10 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Credit Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Credit Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to the Agent and each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to the Agent or such Lender or the Issuer limiting rates of interest which may be charged or collected by the Agent or such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to the Agent or a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(ia) the provisions of this Section 10.6 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by the Agent or such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful RateHIGHEST LAWFUL RATE"), and any excess shall be credited to such the Borrower by ------------------- the Agent or such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to the Agent or such Lender or the Issuer for the use, forbearance and detention of the indebtedness Indebtedness of such the Borrower to the Agent or such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II SECTION 4.1 together with any other fees payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to the Agent or such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to the Agent or such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to the Agent or such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II SECTION 3.2 had at all times been in effect, plus PLUS the amount of fees ---- which would have been received but for the effect of this Section. For purposes of Section 10.6.303.201 of the Texas Finance Code, as amended, to the extent, if any, applicable to the Agent or a Lender, the Borrower agrees that the Highest Lawful Rate shall be the "indicated (weekly) rate ceiling" as defined in said Section, provided that the Agent or such Lender may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to the Agent or such Lender if greater. Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and revolving tri-party accounts
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding Notwithstanding anything to the contrary contained elsewhere in this Agreement or in any Other Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of parties hereto hereby agree that all consideration which constitutes interest under applicable law that is contracted for, charged or received agreements between them under this AgreementAgreement and the Other Agreements, whether now existing or under any of hereafter arising and whether written or oral, are expressly limited so that in no contingency or event whatsoever shall the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such the Agent or any Lender or the Issuer for the use, forbearance and forbearance, or detention of the indebtedness money loaned to the Borrower and evidenced hereby or obligation contained herein or therein, exceed the maximum non-usurious interest rate, if any, that at any time or from time to time may be contracted for, taken, reserved, charged or received on the Liabilities, under the laws of the State of New York (or the laws of any other jurisdiction whose laws may be mandatory applicable notwithstanding other provisions of this Agreement and the Other Agreements), or under applicable federal laws which may presently or hereafter be in effect and which allow a higher maximum non-usurious interest rate that under the laws of the State of New York (or such other jurisdiction), in any case after taking into account, to the extent permitted by applicable law, any and all relevant payments or charges under this Agreement and the Other Agreements executed in connection herewith, and any available exemptions, exceptions and exclusions (the “Highest Lawful Rate”). If due to any circumstance whatsoever, fulfillment of any provision of this Agreement or any of the Other Agreements at the time performance of such provision shall be due shall exceed the Highest Lawful Rate, then automatically, the obligation to be fulfilled shall be modified or reduced to the extent necessary to limit such interest to the Highest Lawful Rate, and if from any such circumstance Agent or any Lender should ever receive anything of value deemed interest by applicable law which would exceed the Highest Lawful Rate, such principal amount then outstanding hereunder or on account of any other then outstanding Liabilities and not to the payment of interest, or if such excessive interest exceeds the principal unpaid balance then outstanding hereunder and such other then outstanding Liabilities, such excess shall be refunded to Borrower. All sums paid or agreed to be paid to Agent or the Lenders for the use, forbearance, or detention of the Liabilities and other Indebtedness of Borrower to such Lender or the Issuer hereunder Lenders shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness Indebtedness, until payment in full thereof, so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount on account of interest and any all such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall Indebtedness does not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below exceed the Highest Lawful Rate until throughout the total amount entire term of interest accrued pursuant to this Agreement such Indebtedness. The terms and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect provisions of this Section 10.6paragraph shall control every other provision of this Agreement, the Other Agreements and all other agreements among the parties hereto.
Appears in 1 contract
Sources: Loan and Security Agreement (Impco Technologies Inc)
Maximum Interest. It No agreements, conditions, provisions or stipulations contained in this Agreement or in any of the other Loan Documents, or any Matured Default, or any exercise by the Lender of the right to accelerate the payment of the maturity of principal and interest, or to exercise any option whatsoever, contained in this Agreement or any of the other Loan Documents, or the arising of any contingency whatsoever, shall entitle the Lender to collect, in any event, interest exceeding the Highest Lawful Rate, and in no event shall the Borrower be obligated to pay interest exceeding the Highest Lawful Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel the Borrower to pay a rate of interest exceeding the Highest Lawful Rate, shall be without binding force or effect, at law or in equity, to the extent only of the excess of interest over such Highest Lawful Rate. In the event any interest is charged in excess of the Highest Lawful Rate (“Excess”), the Borrower acknowledges and stipulates that any such charge shall be the result of any accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal of any Liabilities due, and, second, returned to the Borrower, it being the intention of the parties ---------------- hereto not to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each enter at any time into a usurious or otherwise illegal relationship. The Borrower to each Lender and the Issuer under this Agreement shall be subject to Lender both recognize that, with fluctuations in the limitation that payments Base Rate and the LIBOR Rate, such an unintentional result could inadvertently occur. By the execution of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
the Borrower covenants that (ia) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by the Borrower of such Excess and control; (iib) the aggregate Borrower shall not seek or pursue any other remedy, legal or equitable, against the Lender based, in whole or in part, upon the charging or receiving of all consideration which constitutes any interest under applicable law that is in excess of the Highest Lawful Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received under this Agreementby the Lender, all interest at any time contracted for, charged or under any of received by the other aforesaid agreements or otherwise Lender in connection with this Agreement by such Lender or the Issuer Liabilities shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout in equal parts during the full entire term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Agreement.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate ("Excess"), each Borrower stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal of such Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in SECTION 3.1.1 of this Agreement or in the Notes, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement SECTION 3.11 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this SECTION 3.11.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate (“Excess”), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrowers of such Excess, and (ii) no Borrower shall seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.10.
Appears in 1 contract
Sources: Loan and Security Agreement (Artesyn Technologies Inc)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this AgreementAgreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), each Borrower stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal of such Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 3.1.1 of this Agreement or in the Notes, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 3.11 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.11.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(ia) the provisions of this Section 10.6 4.11 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.2 together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which that would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement Agreement, to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.64.11.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Deed of Trust and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Trustor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid (“Interest”), to such Lender or the Issuer Beneficiary for the use, forbearance and detention or retention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Trustor and Beneficiary shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be performed or fulfilled shall be reduced to such Lender limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or, at the Issuer hereunder option of Beneficiary, be paid over to Trustor, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Beneficiary shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section will control all agreements between Trustor and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Beneficiary.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws laws, and, anything herein to the contrary notwithstanding, the obligations Obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which that may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law Governmental Requirements (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 12.12 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law Governmental Requirements that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Loan Document or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawGovernmental Requirements, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawGovernmental Requirements, exceeds that amount which that would have accrued at the Highest Lawful Rate, then the 733476286 14464587 amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement Agreement, to that amount which that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.02 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.612.12.
Appears in 1 contract
Maximum Interest. It is expressly stipulated and agreed to be the intention intent of Grantor and Beneficiary at all times to comply strictly with the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to Texas law governing the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments maximum non-usurious rate or non-usurious amount of interest shall not be required payable on the Indebtedness (or applicable United States federal law to the extent that receipt thereof would be contrary it permits Beneficiary to provisions of law applicable to such Lender contract for, charge, take, reserve or the Issuer limiting rates receive a greater amount of interest which may be charged or collected by such Lender or than under Texas law). If the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of is ever judicially interpreted so as to render usurious any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
amount (i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged charged, taken, reserved or received under this Agreementpursuant to the Note, or under any of the other aforesaid agreements Loan Documents or any other communication or writing by or between Grantor and Beneficiary related to the Indebtedness or to the transaction or transactions that are the subject matter of the Loan Documents, (ii) contracted for, charged, taken, reserved or received by reason of Beneficiary's exercise of the option to accelerate the maturity of the Note and/or any other portion of the Indebtedness, or (iii) Grantor will have paid or Beneficiary will have received by reason of any voluntary prepayment by Grantor of the Note and/or any other portion of the Indebtedness, then it is Grantor's and Beneficiary's express intent that all amounts charged in excess of the Maximum Lawful Rate shall be automatically canceled, ab initio, and all amounts in excess of the Maximum Lawful Rate theretofore collected by Beneficiary shall be credited on the principal balance of the Note and/or any of the other Indebtedness (or, if the Note and all other Indebtedness have been or would thereby be paid in full, refunded to Grantor), and the provisions of the Note and the other Loan Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if the Note has been paid in connection full before the end of the stated term of the Note, then Grantor and Beneficiary agree that Beneficiary shall, with this Agreement reasonable promptness after Beneficiary discovers or is advised by Grantor that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such Lender excess interest to Grantor and/or credit such excess interest against any other Indebtedness then owing by Grantor to Beneficiary. Grantor hereby agrees that as a condition precedent to any claim seeking usury penalties or claims against Beneficiary, Grantor will provide written notice to Beneficiary, advising Beneficiary in reasonable detail of the Issuer shall under no circumstances exceed the maximum nature and amount of interest allowed by applicable law the violation, and Beneficiary shall have sixty (60) days after receipt of such maximum lawful interest ratenotice in which to correct such usury violation, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, either refunding such excess promptly refunded interest to Grantor or crediting such Borrower); (iii) all excess interest against the Note and/or the other Indebtedness then owing by Grantor to Beneficiary. All sums paidcontracted for, charged, taken, reserved or agreed to be paid, to such Lender or the Issuer received by Beneficiary for the use, forbearance and or detention of any of the indebtedness Indebtedness, including any portion of such Borrower to such Lender or the Issuer hereunder Indebtedness evidenced by the Note shall, to the extent permitted by applicable law, be amortizedamortized or spread, proratedusing the actuarial method, allocated and spread throughout the full stated term of such indebtedness the Note and/or the other Indebtedness (including any and all renewal and extension periods) until payment in full so that the actual rate or amount of interest on account of the Note and/or the other Indebtedness does not exceed the Maximum Lawful Rate from time to time in effect and applicable to the Note and/or the other Indebtedness for so long as any portion of the Indebtedness is outstanding. In no event shall the provisions of Chapter 346 of the Texas Finance Code (which regulates certain revolving credit loan accounts and revolving triparty accounts) apply to the Note and/or any of the other Indebtedness. Notwithstanding anything to the contrary contained herein or in any of the other Loan Documents, it is not the intention of Beneficiary to accelerate the maturity of any interest that has not accrued at the time of such acceleration or to collect unearned interest at the time of such acceleration. As used hereunder "Maximum Lawful Rate" means the maximum lawful and non-usurious rate of interest which may be contracted for, charged, taken, received or reserved by Beneficiary in accordance with the applicable laws of the State of Texas (or applicable United States federal law to the extent that it permits Beneficiary to contract for, charge, take, receive or reserve a greater amount of interest than under Texas law), taking into account all Charges (as herein defined) made in connection with the transaction evidenced by the Note and the other Loan Documents. To the extent that Beneficiary is uniform throughout relying on Chapter 303 of the full term thereof; and (iv) if at any time Texas Finance Code to determine the interest provided pursuant to Article II together with Maximum Lawful Rate payable on the Note and/or any other fees payable pursuant portion of the Indebtedness, Beneficiary will utilize the weekly ceiling from time to this Agreement time in effect as provided in such Chapter 303, as amended. To the extent United States federal law permits Beneficiary to contract for, charge, take, receive or reserve a greater amount of interest than under Texas law, Beneficiary will rely on United States federal law instead of such Chapter 303 for the purpose of determining the Maximum Lawful Rate. Additionally, to the extent permitted by applicable law now or hereafter in effect, Beneficiary may, at its option and deemed from time to time, utilize any other method of establishing the Maximum Lawful Rate under such Chapter 303 or under other applicable law by giving notice, if required, to Grantor as provided by applicable law now or hereafter in effect. As used hereunder "Charges" means all fees, charges and/or other things of value, if any, contracted for, charged, received, taken or reserved by Beneficiary in connection with the transactions relating to the Note and the other Loan Documents, which are treated as interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.
Appears in 1 contract
Sources: Deed of Trust (Equity Inns Inc)
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenDIP Financing Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of this Agreement or any of the other DIP Financing Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other DIP Financing Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the DIP Financing Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate (“Excess”), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and Lender does not intend to collect any unearned interest in the event of any such acceleration. Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Lender hereunder or under any of the other aforesaid agreements DIP Financing Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder DIP Financing Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.6 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every DIP Financing Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such DIP Financing Documents and communications relating to any Interest owed by Borrower, and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrower, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.6.
Appears in 1 contract
Maximum Interest. It is Notwithstanding the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender foregoing paragraphs and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any all other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern Agreement and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted forNotes, charged or received under this Agreement, or under any none of the other aforesaid agreements or otherwise in connection with terms and provisions of this Agreement by such Lender or the Issuer Notes shall under no circumstances exceed ever be construed to create a contract to pay to the Lenders for the use, forbearance or detention of money, interest in excess of the maximum amount of interest allowed permitted to be charged by the Lenders to the Borrower under applicable state or federal law (from time to time in effect, and the Borrower shall never be required to pay interest in excess of such maximum lawful amount. If, for any reason interest rateis paid hereon in excess of such maximum amount, if anythen promptly upon any determination that such excess has been paid the Lenders will, with respect at their option, either refund such excess to the Borrower or apply such Lender excess to the principal owing under the Notes."
7. Exhibit G to the Credit Agreement, BORROWING BASE CERTIFICATE, is hereby amended by deleting the words "except for ineligibility due to delinquencies which is addressed on an aggregated basis by an adjustment to the Borrowing Base" from footnote 1 thereto.
8. Except as specifically modified hereby, the Credit Agreement is and remains unmodified and in full force and effect and is hereby ratified and confirmed. All references in the Loan Documents to the "Agreement" or the Issuer herein called "Credit Agreement" henceforth shall be deemed to refer to the "Highest Lawful Rate")Credit Agreement as amended by this Amendment.
9. This Amendment may be executed in any number of counterparts, all of which taken together shall constitute one agreement, and any excess of the parties hereto may execute this Amendment by signing any such counterpart. This Amendment shall be credited to such Borrower by ------------------- such Lender or construed in accordance with the Issuer internal laws (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iiiand not the law of conflicts) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness State of such Borrower Illinois, but giving effect to such Lender or the Issuer hereunder shall, federal laws applicable to the extent permitted national banks. This Amendment shall be effective when it has been executed by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful RateBorrower, the amount of interest Initial Lenders and any the New Lender and each party has notified the Agent by telecopy or telephone that it has taken such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6action.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower the Sellers to each Lender and the Issuer Purchaser under this Agreement and the other Operative Documents shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer Purchaser limiting rates of interest which may be charged contracted for, charged, reserved, received, or collected taken by such Lender or the IssuerPurchaser. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws Laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Purchaser then, in that event, notwithstanding anything to the contrary in this AgreementAgreement or any other Operative Document, it is agreed as follows:
: (ia) the provisions of this Section 10.6 8.14 shall govern and control; (iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged charged, received, reserved, or received taken under this AgreementAgreement or any other Operative Document, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer transactions contemplated by the Operative Documents by Purchaser shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer Purchaser herein called the "Highest Lawful RateHIGHEST LAWFUL RATE"), and any excess shall be credited to such Borrower the Sellers by ------------------- such Lender or the Issuer Purchaser (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrowerthe Sellers); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer Purchaser for the use, forbearance forbearance, and detention of the any indebtedness of such Borrower the Sellers to such Lender Purchaser hereunder or the Issuer hereunder under any other Operative Document shall, to the extent permitted by applicable law, be amortized, prorated, allocated allocated, and spread throughout the full term of any such indebtedness until payment in full so that the actual rate of interest is uniform throughout does not exceed the full term thereofHighest Lawful Rate; and (ivd) if at any time the sum of the interest provided pursuant to Article II together with any and all other fees amounts payable pursuant to this Agreement and the other Operative Documents that are deemed to be interest under applicable law, law exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees other amounts to accrue to such Lender or the Issuer Purchaser pursuant to this Agreement and the other Operative Documents shall be limited, notwithstanding anything to the contrary in this Agreement or any other Operative Document, to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest or other amounts payable to accrue to such Lender or the Issuer Purchaser pursuant to this Agreement and the other Operative Documents below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and the other Operative Documents and such fees other amounts deemed to be interest equals the amount of interest which that would have accrued to such Lender or Purchaser if the Issuer if a varying rate per annum equal to set forth in the interest provided pursuant to Article II Note had at all times been in effect, plus the amount of fees ---- PLUS all other amounts that which would have been received but for the effect of this Section 10.68.14. For purposes of Article 5069-1.04, Vernon's Texas Civil Statutes, as amended, to the extent, if any, applicable to Purchaser, the Sellers agree that the Highest Lawful Rate shall be the "indicated (weekly) rate ceiling" as defined in said Article; PROVIDED that Purchaser may also rely, to the extent permitted by applicable laws, on alternative maximum rates of interest under other laws applicable to Purchaser if greater. Tex. Rev. Civ.
Appears in 1 contract
Sources: Note and Warrant Purchase Agreement (Equalnet Holding Corp)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws laws, and, anything herein to the contrary notwithstanding, the obligations Obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which that may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby would be usurious under applicable law Governmental Requirements (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer Lender, then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
: (ia) the provisions of this Section 10.6 12.12 shall govern and control; (iib) the aggregate of all consideration which that constitutes interest under applicable law Governmental Requirements that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements Loan Document or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); (iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawGovernmental Requirements, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (ivd) if at any time the interest provided pursuant to Article II Section 3.02, together with any other fees and expenses payable pursuant to this Agreement and the other Loan Documents and deemed interest under applicable lawGovernmental Requirements, exceeds that amount which that would have accrued at the Highest Lawful Rate, then the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to 715347206 14464587 the contrary in this Agreement Agreement, to that amount which that would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which that would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.02 had at all times been in effect, plus the amount of fees ---- which that would have been received but for the effect of this Section 10.612.12.
Appears in 1 contract
Maximum Interest. All agreements between the Company and the Holder are expressly limited so that in no contingency or event shall the amount paid or agreed to be paid to the Holder for the use, forbearance or detention of the money to be loaned hereunder exceed the maximum amount permissible under the applicable federal and state usury laws. It is therefore the intention of the parties ---------------- hereto Company and the Holder to conform strictly to applicable state and federal usury laws and, anything herein applicable to this loan and to limit the interest paid on this Debenture to the contrary notwithstanding, amount herein stated or the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments highest rate of interest shall not be required according to law, whichever is the extent that receipt thereof would be contrary to provisions of law applicable to such Lender lesser. Therefore, in this Debenture or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws in any of the United States of Americadocuments relating hereto, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest or any other charges constituting interest under the applicable law that is contracted for, charged chargeable, or received receivable under this Agreement, or under any of the other aforesaid agreements Debenture or otherwise in connection with this Agreement by such Lender or the Issuer Debenture shall under no circumstances exceed the maximum amount of interest allowed permitted by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and law. If any excess of interest in such respect is provided for or shall be credited adjudicated to be so provided for in this Debenture or in any of the documents securing payment hereof or otherwise relating hereto, then in such Borrower event:
(a) The provisions of this Section 6 shall govern and control;
(b) Neither the Company, its successors or assigns nor any other party liable for the payment hereof shall be obligated to pay the amount of such interest to the extent that it is in excess of the maximum permitted by ------------------- such Lender or law;
(c) Any excess of said interest shall be deemed a mistake and is hereby canceled automatically and if theretofore paid, shall at the Issuer (or, if such consideration shall have been paid in full, such excess promptly option of the Holder be refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shallCompany or, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout credited to the full term principal amount of such indebtedness until payment in full so that the actual said ▇▇▇▇▇▇▇▇▇ as a prepayment; and
(d) The effective rate of interest shall be automatically subject to reduction to the maximum lawful contract rate allowed under said law as is uniform throughout now or may hereinafter be construed by courts of appropriate jurisdiction and to the extent permitted by law, the determination of the rate of interest shall be made by amortizing, prorating, allocating and spreading in equal parts during the period of the full stated term thereof; and (iv) if of the loan, all interest at any time contracted for, charged or received from the interest provided pursuant to Article II together Company in connection with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6said loan.
Appears in 1 contract
Maximum Interest. (a) It is the intention of the parties ---------------- hereto to that each Lender shall conform strictly to applicable usury laws and, anything herein applicable to the contrary notwithstandingit. Accordingly, the obligations parties hereto stipulate and agree that none of each Borrower the terms and provisions contained in the Notes, this Agreement, any Collateral Document or any other Loan Document shall ever be construed to each create a contract to pay to any Lender and for the Issuer under this Agreement shall be subject to use, forbearance, or retention of money at a rate in excess of the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law Highest Lawful Rate applicable to such Lender Lender, and that for purposes hereof, "interest" shall include the aggregate of all charges or other consideration which constitute interest under applicable law and are contracted for, taken, reserved, charged, or received under any of this Agreement, the Notes, the Collateral Documents or the Issuer limiting rates of interest which may be charged other Loan Documents or collected otherwise in connection with the transactions contemplated by such Lender or the Issuerthis Agreement. AccordinglyFurther, if the transactions contemplated hereby would be usurious as to any Lender under laws applicable law (including the Federal and state laws of the United States of Americato it, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in the Notes, this Agreement, any Collateral Document or in any other Loan Document or agreement entered into in connection with or as security for the Notes, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) : the aggregate of all consideration which constitutes interest under law applicable law to each such Lender that is contracted for, charged taken, reserved, charged, or received by such Lender under the Notes, this Agreement, or under any of the other aforesaid Loan Documents or agreements or otherwise in connection with this Agreement by such Lender or the Issuer Notes shall under no circumstances exceed the maximum amount of interest allowed by the law applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate")Lender, and any excess shall be credited by such Lender on the principal amount of the Indebtedness of the Borrower owed to such Borrower by ------------------- such Lender or the Issuer (or, if the principal amount of such consideration Indebtedness shall have been paid in full, to the extent such excess promptly interest has been received by a Lender it shall be refunded by such Lender to such the Borrower); . The provisions of this Section 10.13
(iiia) shall control over all sums paidother provisions of ---------------- this Agreement, the Notes, the Collateral Documents and the other Loan Documents which may be in apparent conflict herewith. The parties further stipulate and agree that, without limitation on the foregoing, all calculations of the rate or agreed to be paidamount of interest contracted for, to such Lender taken, reserved, charged or received under any of this Agreement, the Issuer Notes, the Collateral Documents and the other Loan Documents which are made for the use, forbearance and detention purpose of determining whether such rate or amount exceed the indebtedness of such Borrower to such Lender or the Issuer hereunder shallHighest Lawful Rate shall be made, to the extent permitted by applicable law, be amortizedby amortizing, proratedprorating, allocated allocating, and spread throughout spreading during the period of the full stated term of such indebtedness the Indebtedness, and if longer and if permitted by applicable law, until payment in full full, all interest at any time so that the actual rate of interest is uniform throughout the full term thereof; and contracted for, taken, reserved, charged, or received.
(ivb) if If at any time the effective rate of interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at otherwise apply to any Indebtedness hereunder or evidenced by any Lender's Notes would exceed the Highest Lawful Rate, the amount of interest and any such fees to accrue Rate applicable to such Lender or (taking into account the Issuer interest rate applicable to such Indebtedness pursuant to the other provisions of this Agreement Agreement, plus all additional charges and consideration which have been contracted for, taken, reserved, charged, or received under this Agreement, such Lender's Notes, the Collateral Documents, and the other Loan Documents, or any of them, and which additional charges or consideration (the "Additional Charges") constitute interest with respect to such Indebtedness), ------------------ the effective interest rate to apply to such Indebtedness made by such Lender shall be limited, notwithstanding anything limited to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, reductions in the interest rate applicable to such Indebtedness owed to such Lender shall not reduce the effective interest rate to accrue apply to such Indebtedness owed to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate applicable to such Lender until the total amount of interest accrued pursuant to this Agreement and on such fees deemed to be interest Indebtedness equals the amount of interest which would have accrued if the interest rate from time to time applicable to such Indebtedness owed to such Lender had at all times been in effect with respect to such Indebtedness pursuant to the other provisions of this Agreement and the other Loan Documents and if the Lenders had collected all Additional Charges called for under this Agreement, the Notes, the Collateral Documents and the other Loan Documents. If at maturity or final payment of such Lender's Obligations the Issuer total amount of interest paid to any Lender hereunder and under the other Loan Documents (including amounts designated as "interest" plus any Additional Charges which constitute interest with respect to such Lenders, and taking into account the limitations of the first sentence of this Section ------- 10.13(b)) is less than the total amount of such "interest" which would have been -------- paid if a varying rate per annum all amounts were paid as required by this Agreement (without giving effect to this Section 10.13) and the other Loan Documents (the amount of the ------------- difference described above, the "Deficiency"), then the Borrower agrees, to the ---------- fullest extent permitted by the laws applicable to such Lender, to pay to such Lender an amount equal to the interest provided pursuant to Article II lesser of (i) the difference between (1) the amount of such "interest" which would have accrued on such Lender's Notes if the Highest Lawful Rate had at all times been in effect, plus and (2) the amount of fees ---- interest actually paid on such Lender's Notes (including amounts designated as "interest" plus any Additional Charges which would constitute interest with respect to such Lender's Notes) and (ii) the amount of the Deficiency.
(c) Notwithstanding anything to the contrary contained above in this Section 10.13, it is understood and agreed that (i) all representations and ------------- warranties contained in this Agreement, in the Collateral Documents and in the other Loan Documents have been received but for made without reliance upon, or giving effect to, the effect provisions of this Section 10.610.13(a) and (ii) that the ---------------- Lenders have relied upon the accuracy of such representations and warranties. Furthermore, the Borrower acknowledges and agrees that each Lender shall, to the fullest extent permitted by law, be entitled to recover damages from the Borrower in the event of a material misrepresentation by the Borrower.
Appears in 1 contract
Sources: Credit Agreement (Aristotle Corp)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Deed of Trust and control; (ii) the aggregate of all consideration which constitutes interest under applicable law ---------------- agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is in no contingency or event whatsoever, whether by reason of demand or acceleration of the maturity of the Note or otherwise, shall the amount contracted for, charged or received under this Agreementcharged, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest ratetaken, if anyreserved, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, paid ("Interest") to such Lender or the Issuer Beneficiary for the -------- use, forbearance and or detention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled ---- ----- shall be reduced to such Lender limit, and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or at the Issuer hereunder option of Beneficiary be paid over to Grantor, and not to the payment of Interest. All Interest (including any amounts or payments judicially or otherwise under law deemed to be Interest) contracted for, charged, taken, reserved, paid or agreed to be paid to Beneficiary shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness the Note, including any extensions and renewals thereof until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout the Interest thereon for such full term thereof; and (iv) if will not exceed at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law. To the extent that Beneficiary is relying on Article 5069-1.04, exceeds that as amended, of the Revised Civil Statutes of Texas to determine the maximum amount which would have accrued at of Interest permitted by applicable law on the Highest Lawful Rateprincipal of the Note, Beneficiary will utilize the indicated (weekly) rate ceiling from time to time in effect as provided in Article 5069-1.04, as amended. To the extent United States federal law permits a greater amount of interest and any such fees to accrue to such Lender or than is permitted under Texas law, Beneficiary will rely on United States federal law instead of said Article 5069-1.04 for the Issuer pursuant to this Agreement shall be limitedpurpose of determining the maximum amount permitted by applicable law. Additionally, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender extent permitted by applicable law now or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been hereafter in effect, plus Beneficiary may, at its option and from time to time, implement any other method of computing the amount maximum lawful rate under Article 5069-1.04, as amended, or under other applicable law by giving notice, if required, to Grantor as provided by applicable law now or hereafter in effect. In no event shall the provisions of fees ---- ▇▇▇▇, ▇▇. 15 of the Revised Civil Statutes of Texas (which would have been received but for regulates certain revolving credit loan accounts and revolving tri-party accounts) apply to the effect of this Section 10.6indebtedness evidenced hereby. This paragraph will control all agreements between Grantor and Beneficiary.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Nei Webworld Inc)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to each Lender and the Issuer Lenders under this Agreement Agreement, the other Loan Documents and any other document or instrument executed in connection herewith or therewith, shall be subject to the limitation that payments of interest or of other amounts constituting interest under applicable law to a Lender shall not be required to the extent that receipt thereof would be in excess of the Highest Lawful Rate, or otherwise contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the IssuerLender. Accordingly, if the transactions contemplated hereby or the amount paid or otherwise agreed to be paid for the use, forbearance or detention of money under this Agreement, the other Loan Documents and any other document or instrument executed in connection herewith or therewith would exceed the Highest Lawful Rate or otherwise be usurious under applicable law (including the Federal federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a any Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this AgreementAgreement or the other Loan Documents and any other document or instrument executed in connection herewith or therewith, it is agreed as followsfollows as to such Lender:
(ia) with respect to such Lender, the provisions of this Section 10.6 3.2.4 shall govern and control; control over any other provision in this Agreement, the other Loan Documents and any other document or instrument executed in connection herewith or therewith and each provision set forth therein is hereby so limited;
(iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, the other Loan Documents, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "“Highest Lawful Rate"”), and all amounts owed under this Agreement, the other Loan Documents and any other document or instrument executed in connection herewith or therewith shall be held subject to reduction and (i) the amount of interest which would otherwise be payable to such Lender hereunder and under the other Loan Documents and any other document or instrument executed in connection herewith or therewith, shall be automatically reduced to the amount allowed under applicable law and (ii) any unearned interest paid by the Borrower in excess of the Highest Lawful Rate shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); ;
(iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and ;
(ivd) if at any time the interest provided pursuant to Article II Sections 3.2.1 or 3.2.2, as the case may be, together with any other fees payable pursuant to or in connection with this Agreement and deemed interest under applicable law, with respect to any Lender exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful RateRate for such Lender, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the such Lender’s Highest Lawful Rate until the total amount of interest accrued pursuant payable to this Agreement and such fees deemed to be interest Lender (including all consideration which constitutes interest) equals the amount of interest which would have accrued been payable to such Lender or the Issuer if (including all consideration which constitutes interest) assuming a varying rate per annum equal to the interest provided pursuant to Article II had Sections 3.2.1 and 3.2.2 at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.63.2.4.
Appears in 1 contract
Sources: Credit Agreement (Pogo Producing Co)
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Security Instrument and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Borrower and Lender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid (“Interest”), to such Lender or the Issuer for the use, forbearance and detention or retention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Borrower and Lender shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled shall be reduced to such limit and if, from any circumstance whatsoever, Lender shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or at the Issuer hereunder option of Lender be paid over to Borrower, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Lender shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section 5.26 will control all agreements between Borrower and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Lender.
Appears in 1 contract
Maximum Interest. It is expressly stipulated and agreed to be the intention intent of Borrowers and Additional Borrowers and Lender at all times to comply strictly with the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to Texas law governing the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments maximum rate or amount of interest shall not be required payable on the indebtedness evidenced by the Note or any other Loan Document (or applicable United States federal law to the extent that receipt thereof would be contrary it permits Lender to provisions of law applicable to such Lender contract for, charge, take, reserve or the Issuer limiting rates receive a greater amount of interest which may be charged or collected by such Lender or than under Texas law). If the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law is ever judicially interpreted so as to render usurious any amount (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicablea) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged charged, taken, reserved or received under this Agreementpursuant to the Note, or under any of the other aforesaid agreements Loan Documents or otherwise any other communication or writing by or between Borrowers and Additional Borrowers and Lender related to the transaction or transactions that are the subject matter of the Loan Documents, (b) contracted for, charged, taken, reserved or received by reason of Lender's exercise of the option to accelerate the maturity of the Note and/or any and all indebtedness paid or payable by Borrowers and Additional Borrowers to Lender pursuant to any Loan Document other than the Note, or (c) Borrowers or Additional Borrowers will have paid or Lender will have received by reason of any prepayment by Borrowers and Additional Borrowers of the Note, then it is Borrowers and Additional Borrowers' and Lender's express intent that all amounts charged in connection with this Agreement by such Lender or excess of the Issuer Maximum Lawful Rate shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest ratebe automatically canceled, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate")ab initio, and any all amounts in excess of the Maximum Lawful Rate theretofore collected by Lender shall be credited to such Borrower by ------------------- such Lender or on the Issuer principal balance of the Note (or, if such consideration shall have the Note has been or would thereby be paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or and the Issuer for the use, forbearance and detention provisions of the indebtedness Note and the other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and 18 6502991 V5 (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.78055.00001.000)
Appears in 1 contract
Sources: Master Credit Facility Agreement (Hartman vREIT XXI, Inc.)
Maximum Interest. It is the intention Regardless of any provision contained in this Agreement or any of the parties ---------------- hereto to conform strictly to applicable usury laws andLoan Documents, anything herein in no event shall the aggregate of all amounts that are contracted for, charged or collected pursuant to the contrary notwithstandingterms of this Agreement, the obligations Notes or any of each the Loan Documents, and that are deemed interest under Applicable Law, exceed the Maximum Rate. No provision of this Agreement or in any of the Loan Documents or the exercise by Bank of any right hereunder or under any Loan Document or the prepayment by Borrower of any of the Obligations or the occurrence of any contingency whatsoever, shall entitle Bank to charge or receive, or to require Borrower to each Lender pay, interest or any amounts deemed interest by Applicable Law (such amounts being referred to herein collectively as "Interest") in excess of the Maximum Rate, and all provisions hereof or in any Loan Document which may purport to require Borrower to pay Interest exceeding the Issuer Maximum Rate shall be without binding force or effect to the extent only of the excess of Interest over such Maximum Rate. Any Interest charged or received in excess of the Maximum Rate ("Excess"), shall be conclusively presumed to be the result of an accident and bona fide error, and shall, to the extent received by Bank, at the option of Bank, either be applied to reduce the principal amount of the Obligations or returned to Borrower. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate unaccrued interest, and no such interest will be collected by Bank. All monies paid to Bank hereunder or under this Agreement any of the Loan Documents shall be subject to the limitation that payments any rebate of unearned interest shall not be required as and to the extent that receipt thereof would be contrary to provisions required by Applicable Law. By the execution of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
Borrower covenants that (i) the provisions credit or return of this Section 10.6 any Excess shall govern constitute the acceptance by Borrower of such Excess, and control; (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Bank, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the aggregate Maximum Rate. For the purpose of all consideration which constitutes interest under applicable law that is determining whether or not any Excess has been contracted for, charged or received under this Agreementby Bank, all interest at any time contracted for, charged or under any of the other aforesaid agreements or otherwise received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Bank shall, to the maximum extent permitted under Applicable Law (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals incorporated into the amount of interest which would have accrued to such Lender Notes and each Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Sources: Loan Agreement (Levitt Corp)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Lender pursuant to the terms of any of the Loan Documents and that are deemed interest under this AgreementApplicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in any of the Loan Documents or the exercise by Lender of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrower of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as "Interest") in excess of the Maximum Rate and in no event shall Borrower be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate ("Excess"), Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrower, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. All monies paid to Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned interest as and to the extent required by Applicable Law. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all interest at any time contracted for, charged or received from Borrower in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrower and Lender shall, to the maximum extent permitted under Applicable Law, (i) characterize any non- principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein).
Appears in 1 contract
Maximum Interest. It is Regardless of any provision contained herein or therein, the intention holder or holders of the parties ---------------- hereto Note shall never be entitled to conform strictly to applicable usury laws andcontract for, anything herein to charge, receive, take, collect, reserve or apply as interest on the contrary notwithstandingNote any amount in excess of the Maximum Rate, and in the obligations event the holder of each Borrower to each Lender and the Issuer under this Agreement Note ever contracts for, charges, receives, takes, collects, reserves or applies as interest any such excess, such amount which would be deemed excessive interest shall be subject to deemed a partial prepayment of principal on the limitation that payments of interest Note and shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, treated thereunder as such; and if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it Note is agreed as follows:
(i) the provisions of this Section 10.6 shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such any remaining excess shall be promptly refunded paid to such Borrower); (iii) all sums paid. In determining whether or not the interest paid or payable under any specific contingency exceeds interest at the Maximum Rate, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention holder of the indebtedness of such Borrower to such Lender or the Issuer hereunder Note shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, (a) characterize any non-principal payment as an expense, fee or premium rather than as interest, (b) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate and spread the total amounts of interest throughout the entire contemplated term of the Note; provided, however, if the unpaid principal balance thereof is paid and performed in full prior to the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds that amount which would have accrued interest at the Highest Lawful Maximum Rate, the amount of interest and any such fees holder thereof shall refund to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals Borrower the amount of such excess and, in such event, the holder thereof shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving, or applying interest which would have accrued to such Lender or in excess of the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Maximum Rate.
Appears in 1 contract
Sources: Loan Agreement (Exco Resources Inc)
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Administrative Agent and Lenders pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law. No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Administrative Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by Borrowers of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Administrative Agent or any Lender to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to in this Section 2.11 collectively as “Interest”) in excess of the Maximum Rate and in no event shall Borrowers be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrowers to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received in excess of the Maximum Rate (“Excess”), each Borrower acknowledges and stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to Borrowers, it being the intent of the parties hereto not to enter into a usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and Administrative Agent and Lenders do not intend to collect any unearned Interest in the event of any such acceleration. Each Borrower recognizes that, with fluctuations in the rates of interest set forth in Section 2.1.1 of this Agreement, or in the Notes, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Administrative Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) such Borrower shall not seek or pursue any other remedy, legal or equitable, against Administrative Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Administrative Agent or any Lender, all Interest at any time contracted for, charged or received from Borrowers in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until the Obligations. Borrowers, Administrative Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment in full so that the actual rate of interest is uniform throughout the full term thereof; as an expense, fee or premium rather than as Interest and (ivii) if at any time exclude voluntary prepayments and the interest provided pursuant to Article II together with any other fees payable pursuant to effects thereof. The provisions of this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement Section 2.11 shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender incorporated into every Loan Document (whether or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect not any provision of this Section 10.6is referred to therein). All such Loan Documents and communications relating to any Interest owed by Borrowers and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by Borrowers, and by any court considering the same, to give effect to the adjustments or credits required by this Section 2.11.
Appears in 1 contract
Maximum Interest. It In the event that any provision of this Note would oblige the Borrower to make any payment of interest (more so than the maximum interest of 10% per annum agreed to herein) or any other payment which is construed by a court of competent jurisdiction to be interest in an amount or calculated at a rate which would be prohibited by Applicable Law (as defined below) or would result in a receipt by the intention Holder of interest at a criminal rate (as such terms are construed under the parties ---------------- hereto Criminal Code (Canada)), then notwithstanding such provision, such amount or rate will be deemed to conform strictly to applicable usury laws and, anything herein have been adjusted nunc pro tunc to the contrary notwithstandingmaximum amount or rate of interest (which for clarity herein is agreed to be calculated at 10% per annum), as the obligations case may be, as would not be so prohibited by Applicable Law or so result in a receipt by the Lender of each Borrower to each Lender interest at a criminal rate, and the Issuer under this Agreement following shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
apply: (i) the provisions of this Section 10.6 paragraph shall govern and control; , (ii) neither the aggregate Borrower nor any other person or entity now or hereafter liable for the payment thereof, will be obligated to pay the amount of such interest to the extent that it is in excess of the maximum amount of interest permitted by such Applicable Law, (iii) any such excess which may have been collected will be either applied as a credit against the then unpaid principal amount thereof or refunded to the Borrower at the Holder’s option, and (iv) the effective rate of interest will be automatically reduced to the maximum lawful rate of interest allowed under the Applicable Law as now or hereafter construed by the courts having jurisdiction thereof. It is further agreed that without limitation of the foregoing, all consideration which constitutes calculations of the rate of interest under applicable law that is contracted for, charged or received under this Agreement, or under any the Note which are made for the purpose of the other aforesaid agreements or otherwise in connection with this Agreement by determining whether such Lender or the Issuer shall under no circumstances exceed rate exceeds the maximum amount lawful rate of interest allowed by applicable law (such maximum lawful interest rateinterest, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall will be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder shallmade, to the extent permitted by applicable lawApplicable Law, be amortizedby amortizing, proratedprorating, allocated allocating and spread throughout spreading in equal parts during the period of the full stated term of such indebtedness until payment in full so that the actual rate of Note evidenced thereby, all interest is uniform throughout the full term thereof; and (iv) if at any time contracted for, charged or received from the interest provided pursuant to Article II together Company or otherwise by the Holder in connection with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Note.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Agreement and control; (ii) the aggregate of all consideration which constitutes interest under applicable law other Loan Documents between Borrower and Lender, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid ("Interest"), to such Lender or the Issuer for the use, forbearance and detention or retention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Borrower and Lender shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be performed or fulfilled shall be reduced to such limit, and if, from any circumstance whatsoever, Lender shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or, at the Issuer hereunder option of Lender, be paid over to Borrower, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Lender shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section will control all agreements between Borrower and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Lender.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each the Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(ia) the provisions of this Section 10.6 4.11 shall govern and control; ;
(iib) the aggregate of all consideration which constitutes interest under applicable law that is contracted for, charged or received under this Agreement, or under any of the other aforesaid agreements or otherwise in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such the Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such the Borrower); ;
(iiic) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such the Borrower to such Lender or the Issuer hereunder shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; and and
(ivd) if at any time the interest provided pursuant to Article II Section 3.2 together with any other fees payable pursuant to this Agreement and deemed interest under applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II Section 3.2 had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.64.11.
Appears in 1 contract
Maximum Interest. It is the intention of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer then, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the The provisions of this Section 10.6 shall govern Security Instrument and control; (ii) the aggregate of all consideration which constitutes interest under applicable law agreements between Grantor and Beneficiary, whether now existing or hereafter arising and whether written or oral, are hereby expressly limited so that is contracted forin no contingency or event whatsoever, charged whether by reason of demand or received under this Agreement, or under any acceleration of the other aforesaid agreements maturity of the Note or otherwise in connection with this Agreement by such Lender or otherwise, shall the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paidpaid ("Interest"), to such Lender or the Issuer Beneficiary for the use, forbearance and detention or retention of the indebtedness money loaned under the Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, performance or fulfillment of any provision hereof or of any agreement between Grantor and Beneficiary shall, at the time performance or fulfillment of such Borrower provision shall be due, exceed the limit for Interest prescribed by law or otherwise transcend the limit of validity prescribed by applicable law, then ipso facto the obligation to be performed or fulfilled shall be reduced to such Lender limit and if, from any circumstance whatsoever, Beneficiary shall ever receive anything of value deemed Interest by applicable law in excess of the maximum lawful amount, an amount equal to any excessive Interest shall be applied to the reduction of the principal balance owing under the Note in the inverse order of its maturity (whether or not then due) or at the Issuer hereunder option of Beneficiary be paid over to Grantor, and not to the payment of Interest. All Interest (including any amounts or payments deemed to be Interest) paid or agreed to be paid to Beneficiary shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness period until payment in full of the principal balance of the Note so that the actual rate of interest is uniform throughout Interest thereon for such full period will not exceed the full term thereof; and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under maximum amount permitted by applicable law, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest . This Section 5.26 will control all agreements between Grantor and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Rate, but any subsequent reductions, as applicable, shall not reduce the interest to accrue to such Lender or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6Beneficiary.
Appears in 1 contract
Maximum Interest. It is the intention Regardless of any provision contained in any of the parties ---------------- hereto to conform strictly to applicable usury laws and, anything herein to the contrary notwithstanding, the obligations of each Borrower to each Lender and the Issuer under this Agreement shall be subject to the limitation that payments of interest shall not be required to the extent that receipt thereof would be contrary to provisions of law applicable to such Lender or the Issuer limiting rates of interest which may be charged or collected by such Lender or the Issuer. Accordingly, if the transactions contemplated hereby would be usurious under applicable law (including the Federal and state laws of the United States of America, or of any other jurisdiction whose laws may be mandatorily applicable) with respect to a Lender or the Issuer thenLoan Documents, in that event, notwithstanding anything to the contrary in this Agreement, it is agreed as follows:
(i) the provisions of this Section 10.6 no contingency or event whatsoever shall govern and control; (ii) the aggregate of all consideration which constitutes interest under applicable law amounts that is are contracted for, charged or received by Agent or any Lender pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law (the “Maximum Rate”). No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any Obligor of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or Lenders to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall any Obligor be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel any Obligor to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), each Obligor stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to the Obligors, it being the intent of the parties hereto not to enter into an usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and neither Agent nor any Lender intends to collect any unearned Interest in the event of any such acceleration. Each Obligor recognizes that, with fluctuations in the rates of interest set forth in this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other aforesaid agreements Loan Documents, whether at maturity or otherwise by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Obligor covenants that (i) the credit or return of any Excess shall constitute the acceptance by each Obligor of such Excess, and (ii) each Obligor shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from any Obligor in connection with this Agreement by such Lender or the Issuer shall under no circumstances exceed the maximum amount of interest allowed by applicable law (such maximum lawful interest rate, if any, with respect to such Lender or the Issuer herein called the "Highest Lawful Rate"), and any excess shall be credited to such Borrower by ------------------- such Lender or the Issuer (or, if such consideration shall have been paid in full, such excess promptly refunded to such Borrower); (iii) all sums paid, or agreed to be paid, to such Lender or the Issuer for the use, forbearance and detention of the indebtedness of such Borrower to such Lender or the Issuer hereunder Loan Documents shall, to the extent permitted by applicable lawApplicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of such indebtedness until payment in full so that the actual rate of interest is uniform throughout the full term thereof; Obligations. Obligors, Agent and (iv) if at any time the interest provided pursuant to Article II together with any other fees payable pursuant to this Agreement and deemed interest under applicable lawLenders shall, exceeds that amount which would have accrued at the Highest Lawful Rate, the amount of interest and any such fees to accrue to such Lender or the Issuer pursuant to this Agreement shall be limited, notwithstanding anything to the contrary in this Agreement to that amount which would have accrued at the Highest Lawful Ratemaximum extent permitted under Applicable Law, but (i) characterize any subsequent reductionsnon-principal payment as an expense, as applicable, shall not reduce the interest to accrue to such Lender fee or the Issuer pursuant to this Agreement below the Highest Lawful Rate until the total amount of interest accrued pursuant to this Agreement and such fees deemed to be interest equals the amount of interest which would have accrued to such Lender or the Issuer if a varying rate per annum equal to the interest provided pursuant to Article II had at all times been in effect, plus the amount of fees ---- which would have been received but for the effect of this Section 10.6.premium
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