Payments and Computations. (a) Borrower shall make each payment hereunder and under the other Loan Documents not later than 11:00 a.m. (San Antonio, Texas time) on the day when due in same day funds to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify. (b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered. (c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense. (d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day. (e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 2 contracts
Sources: Credit Facility Loan Agreement, Credit Facility Loan Agreement (Encore Capital Group Inc)
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas timeLocal Time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the applicable Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. Each Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Lender. Payments received by any Agent may from time after 2:00 p.m. (Local Time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, applicable Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Obligations bearing interest at the Base Rate and the Unused Commitment Fee), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by such Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Loan Documents Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan or Peso TIIE Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans denominated in Dollars shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Company to the Administrative Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods; provided, however, that if the Company fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans. All repayments of any Loans denominated in Pesos shall be applied to repay such Loans outstanding as Peso Base Rate Loans or Peso TIIE Rate Loans as notified by the applicable Mexican Borrower to the Mexican Facility Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (Mexico City time) one Business Day prior to the scheduled date of such payment; provided, however, that if such Mexican Borrower fails to so notify the Mexican Facility Agent, such payment shall be applied first, to repay such Loans outstanding as Peso Base Rate Loans and then, to repay such Loans outstanding as Peso TIIE Rate Loans.
(e) Unless any Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, such Agent may assume that such Borrower has made such payment is so made in full to such Agent on such date and such Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to such Agent, each Bank applicable Lender shall repay to such Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (in the case of the Administrative Agent, at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans and, in the case of the Mexican Facility Agent, at the Peso Base Rate, ) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to such Agent.
(f) Except for payments and other amounts received by any Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by each Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans such Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which such Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable and third, as the Company so designates. Payments in respect of Swing Loans received by any Agent shall be distributed to the applicable Swing Lender; payments in respect of Revolving Loans received by any Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by any Agent shall be distributed to each Term Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(c) (
Appears in 2 contracts
Sources: Credit Agreement (Marquee Holdings Inc.), Credit Agreement (Amc Entertainment Inc)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San AntonioNew York City time), Texas time) in each case on the day when due, in the currency in which such Loans were made (or in Dollars), except as specified in the following sentence, to the Agent at the Agent’s Office for payments in such currency in immediately available funds without setoff or counterclaim. The Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, interest or fees to the Applicable Lending Offices of the applicable Lenders for such payments ratably in accordance with the amount of such principal, interest or fees due and owing to such Lenders on such date; provided, however, that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected Issuing Bank, Lender or Lenders and (y) amounts payable to the Issuing Banks in same day funds accordance with Section 2.10 or Swingline Lender shall be paid directly to such Issuing Banks or Swingline Lender, as applicable. Payments received by the Agent after 1:00 p.m. (New York City time) shall, at the option of the Agent, for be deemed to be received on the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest for Base Rate Loans, (ii) for Canadian Prime Rate Advances Loans and CDOR Loans, which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 or 366 days, and (iii) for LIBOR Rate Advances on a 360 day yearas the case may be), in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Loan Documents or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in United States dollarsthe currency in which such Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch expense or liability was incurred.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if such extension would cause payment of interest on or principal of any payment relating Term Benchmark Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans that are denominated in Dollars or Canadian Dollars shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans or Canadian Prime Rate Loans, as applicable, and second, to repay such Loans outstanding as Term Benchmark Loans, with those Term Benchmark Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Agent shall have received notice from any Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Agent may assume that such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 2 contracts
Sources: Credit Agreement (Vestis Corp), Credit Agreement (Vestis Corp)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other any Loan Documents Document not later than 11:00 a.m. (San Antonio, Texas time) A.M. on the day when due in dollars to the Administrative Agent at its Payment Office in same day funds without setoff, deduction or counterclaim. The Administrative Agent will promptly thereafter cause to Agentbe distributed like funds relating to the payment of principal or interest or facility fees ratably (other than amounts payable pursuant to Section 2.6, 2.11, 2.14, 2.17 or 8.4(b)) to the Banks (decreased, as to any Bank, for any taxes withheld in respect of such Bank as contemplated by Section 2.14(b)) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or and like funds relating to the attention payment of any other amount payable to any Bank to such other person as Agent may from time Bank for the account of its Applicable Lending Office, in each case to time specify). No later than be applied in accordance with the end terms of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifythis Agreement.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder based on the Base Rate (except during such times as the Base Rate is determined pursuant to clause (a) of the definition thereof) shall be made by the Administrative Agent on the following basis: (i) for Prime Rate Advancesbasis of a year of 365 or 366 days, other than those as the case may be, and, subject to Section 8.8, all computations of interest based on the Eurodollar Rate, the Federal Funds RateRate or, during such times as the Base Rate is determined pursuant to clause (a) of the definition thereof, the Base Rate and all computations of facility fees shall be made by the Administrative Agent, and all computations of interest pursuant to Section 2.6 shall be made by a Bank, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or facility fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent (or, in the case of Section 2.6, by a Bank) of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feesfacility fee, as the case may be; provided, however, if applicable. Notwithstanding such extension would cause payment of interest on or principal of Eurodollar Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Banks hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank. If and to the extent the Borrower shall not have so made such payment in fullfull to the Administrative Agent, each Bank shall shall, subject to Section 8.8, repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the earlier of (i) the date such Bank repays such amount to the Administrative Agent and (ii) the date two Business Days after the date such amount is so distributed, at the Federal Funds Rate, from the date of distribution Rate and thereafter until the date of repaymentsuch Bank repays such amount to the Administrative Agent at the Federal Funds Rate plus 2%.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Eog Resources Inc), Revolving Credit Agreement (Eog Resources Inc)
Payments and Computations. (a) Each Borrower shall make each payment hereunder and under the other Loan Documents to be made by it not later than 11:00 a.m. (San Antonio, Texas New York City time) on the day when due in Dollars to the Agent at its address referred to in Section 8.2 (excluding, for such purpose, any address to which copies are to be sent), in each case in same day funds, without deduction, counterclaim or offset of any kind. The Agent will promptly thereafter cause to be distributed to the Banks like funds relating to Agentthe payment of principal, interest or any fees payable to the Banks for the account of their respective Applicable Lending Offices, and like funds relating to the payment of any other amount payable to any Bank or Issuing Bank to such Bank or Issuing Bank, as the case may be, for the Ratable account of Banks unless otherwise specifically provided hereinits Applicable Lending Office, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇in each case to be applied in accordance with the terms of this Agreement. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or In no event shall any Bank be entitled to share any fee paid to the attention Agent pursuant to Section 2.11(a), any other fee paid to the Agent, as such, any amount applied to reimburse the Agent as contemplated by Section 2.2(k), Section 2.5(d), Section 6.2 or any other provision of such any Credit Document or any Fronting Fee, other person as Agent may from time fee, cost or charge paid to time specifyan Issuing Bank pursuant to Section 2.11(b)(i). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(ci) All computations of interest and fees hereunder based on clause (a) of the definition herein of “Base Rate” shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 365 or 366 days, as the case may be, and (ii) for Prime all computations of Letter of Credit Fees, Commitment Fees, Fronting Fees and all other fees and of interest based on the Eurodollar Rate Advances on a or the Federal Funds Effective Rate and interest pursuant to Section 2.17 shall be made by the Agent on the basis of a year of 360 day yeardays, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest, Letter of Credit Fees, Commitment Fees, Fronting Fees or other fees or interest is are payable. All payments under Each determination by the Loan Documents Agent of an interest rate or fee hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of interest payment of interest, Commitment Fee, Letter of Credit Fee, Fronting Fee or feesany other fee hereunder, as the case may be; provided, however, that, if applicable. Notwithstanding such extension would cause payment of interest on or principal of Eurodollar Rate Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Agent shall have received notice from the a Borrower prior to the date on which any payment is due by such Borrower to any Bank hereunder that such Borrower will not make such payment in full, the Agent may assume that such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the extent such Borrower shall not have so made such payment in fullfull to the Agent, each Bank shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent, at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 2 contracts
Sources: Credit Agreement (Williams Companies Inc), Credit Agreement (Williams Companies Inc)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day funds the currency specified herein (or, if no such currency is specified, in Dollars), except as specified in the following sentence, to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Agent at the Agent’s office at San AntonioOffice for payments in such currency in immediately available funds without setoff or counterclaim. The Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, Texasinterest or fees to the applicable Lenders in accordance with their Ratable Portions of the applicable payment; provided, ABA# ▇▇▇▇▇▇▇▇▇however, Account Number GL# 160020that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected LC Facility Issuing Bank, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇Issuing Bank, Lender or Lenders, (y) amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender and (z) amounts payable to the Issuing Banks and LC Facility Issuing Bank in accordance with Section 2.10 shall be paid directly to such Issuing Banks and LC Facility Issuing Bank. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Payments received by the Agent (or other applicable party) after 1:00 p.m. (New York City time) shall be deemed to be received on the attention of such other person as Agent may from time to time specify). No later than next Business Day, in the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyAgent’s sole discretion.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest for LC Facility LC Fees, (ii) for Prime Base Rate Advances Loans and Loans denominated in Sterling which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 or 366 days, and (iii) for LIBOR Rate Advances on a 360 day yearas the case may be), in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Loan Documents or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in United States dollarsthe currency in which such Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch expense or liability was incurred.
(d) Whenever Except as otherwise provided herein, whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if such extension would cause payment of interest on or principal of any payment relating Eurocurrency Rate Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day.
(e) Unless the Agent shall have received notice from any Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that the such Borrower will not make such payment in full, the Agent may assume that the such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Credit Agreement (Hawker Beechcraft Quality Support Co)
Payments and Computations. (a) Each payment made by or on behalf of the Borrower (including fees and expenses) shall make each payment hereunder and under the other Loan Documents be made not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in SECTION 11.8 (NOTICES, ETC.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in CLAUSE (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; PROVIDED, at Agent’s office at San AntonioHOWEVER, Texasthat amounts payable pursuant to SECTION 2.15 (CAPITAL ADEQUACY), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC SECTION 2.16 (TAXES) or SECTION 2.14(c) or (d) (SPECIAL PROVISIONS GOVERNING EURODOLLAR RATE LOANS) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder of Base Rate Loans (except where the Base Rate is calculated using CLAUSE (b) of the definition thereof) shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 365 or, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, as applicable 366 days for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under other computations of interest and of fees shall be made by the Loan Documents Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by or on behalf of the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; PROVIDED, HOWEVER, that, other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Loan Document.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; PROVIDED, HOWEVER, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or any Tranche of Term Loans shall be applied as follows: FIRST, to repay such Loans outstanding as Base Rate Loans and THEN, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods. 68 CREDIT AGREEMENT PRESTIGE BRANDS, INC.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in fullfull (and the Administrative Agent has not received any notice that such payment shall be made in full by another Loan Party on behalf of the Borrower), the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made (and no Loan Party shall have made on behalf of the Borrower) such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans for the applicable Facility) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentCLAUSE (g) below (or required to be applied in accordance with CLAUSES (c) or (e) of SECTION 2.9 (MANDATORY PREPAYMENTS)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: FIRST, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower (or any Loan Party on behalf of the Borrower), SECOND, to pay all other Obligations then due and payable; and THIRD, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of any Tranche of Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in such Tranche in accordance with such Lender's Ratable Portion of such Tranche; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions in the Facility with respect to which such payment is made.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of CLAUSES (c) or (e) of SECTION 2.9 (MANDATORY PREPAYMENTS) and CLAUSE (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to SECTION 9.2 (REMEDIES), shall, deliver a Blockage Notice to each Deposit Account Bank for each Approved Deposit Account and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the order set forth in the Intercreditor Agreement.
(h) The Adminstrative Agent hereby agrees to deliver to each other Agent, promptly upon receipt thereof by the Administrative Agent, each Permitted Acquisition Notice delivered by the Parent to the Administrative Agent and all other notices and information CREDIT AGREEMENT PRESTIGE BRANDS, INC. furnished to the Administrative Agent in connection with any Permitted Acquisition pursuant to the definition of "Permitted Acquisition".
Appears in 1 contract
Sources: Credit Agreement (Prestige Brands International, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including, without limitation, under Section 2.03, 2.05 or 2.06) and under the other Loan Documents Notes, whether the amount so paid is owing to any or all of the Lenders or to the Agent, not later than 11:00 a.m. 1:00 P.M. (San Antonio, Texas New York City time) without setoff, counterclaim, or any other deduction whatsoever, on the day when due in same day funds U.S. dollars to Agentthe Agent at Citibank, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇399 ▇▇▇▇ ▇▇▇▇▇▇▇/▇▇, ▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇ference: Burlington Resources Inc., or at such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and location designated by notice to the extent Borrower from the Agent and agreed to by the Borrower, in same day funds. Each such payment is not made when due by the Borrower for the account of any Lender hereunder, when so made to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due Agent, shall be deemed an acceptance on account only, duly made for all purposes of this Agreement and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees A Notes, except that all payments of if at any obligation due hereunder shall be final, and if time any such payment is recovered in rescinded or must otherwise be returned by the Agent or any Lender upon the bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect reorganization of the obligation as to which payment is so recovered.Borrower or otherwise, such
(cb) All computations of interest based on the Base Rate and of facility fees hereunder and utilization fees shall be made by the Agent on the following basis: (i) for Prime Rate Advancesbasis of a year of 365 or 366 days, other than those as the case may be, and all computations of interest based on the Eurodollar Rate, or the Effective Federal Funds RateRate shall be made by the Agent, and all computations of interest pursuant to Section 2.07 shall be made by each Lender with respect to its own Eurodollar Rate Advances, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or fees or interest is are payable. All payments under Each determination by the Loan Documents Agent (or, in the case of Section 2.07, 2.11, 2.12, 2.13, 2.15, 2.19 or 8.04(b), by each Lender with respect to its own Advances) of an interest rate or an increased cost, loss or expense or increased capital or of illegality or taxes hereunder shall be conclusive and binding for all purposes if made reasonably and in United States dollars, and without setoff, counterclaim, or other defensegood faith.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or facility fees or utilization fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, if any such extension would cause payment relating of interest on or principal of Eurodollar Rate Advances to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent the Borrower shall not have so made such payment in fullfull to the Agent, each Bank Lender shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.to
Appears in 1 contract
Sources: Long Term Revolving Credit Agreement (Burlington Resources Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off Credit Agreement Macquarie Infrastructure Company Inc. or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Taxes) or Section 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.8(b) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by Credit Agreement Macquarie Infrastructure Company Inc. such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates; provided that all payments in respect of principal of the Loans shall be applied first to repay any amounts outstanding under the Working Capital Sublimit and, second, to repay all other Loans. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8(b) (
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. noon (San Antonio, Texas New York time) on the day when due due, in same day funds to Agentthe currency specified herein (or, for the Ratable account of Banks unless otherwise specifically provided hereinif no such currency is specified, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or in Dollars) to the attention Administrative Agent at its address referred to in Section 13.7 in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of such other person principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable; provided, however, that amounts payable pursuant to Section 2.14(b), Section 2.14(c), Section 2.15 or Section 2.16, shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, computed on the basis of a 365/366 day yearyear of 360 days, (ii) for except that interest computed by reference to the CB Floating Rate at times when the CB Floating Rate is based on the Prime Rate Advances shall be computed on the basis of a Federal Funds Effective Rate on year of 365 days (or 366 days in a 360 day leap year), and (iii) for LIBOR Rate Advances on a 360 day year, in each case shall be payable for the actual number of days elapsed. The applicable CB Floating Rate, Adjusted LIBO Rate or LIBO Rate shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including the first day but excluding the last dayinterest or fees in respect thereof) occurring in the period for which such fees and each reimbursement of various costs, expenses or interest is payable. All payments under the Loan Documents other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as CBFR Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Effective Rate for the first Business Day and thereafter at the rate applicable to CBFR Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.8), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable (without, for the avoidance of doubt, in the case of any repayment of any Revolving Loan, a permanent reduction in the Revolving Commitments) and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Lender in accordance with such Revolving Lender’s Revolving Percentage; payments in respect of Term Loans received by the Administrative Agent shall be distributed to each Term Lender in accordance with such Term Lender’s Term Percentage and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Aggregate Exposure Percentage.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 shall, apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Arranger, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Revolving Loans and Reimbursement Obligations (including interest that would have accrued but for a bankruptcy proceeding involving the Borrower);
(vi) sixth, to pay or prepay principal amounts on the Revolving Loans and Reimbursement Obligations, and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3, ratably to the aggregate principal amount of such Revolving Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts;
(vii) seventh, to pay Obligations in respect of Cash Management Obligations and Hedging Contracts in an aggregate amount not to exceed $2,500,000, ratably;
(viii) eighth, to pay interest then due and payable in respect of the Term Loans (including interest that would have accrued but for a bankruptcy proceeding involving the Borrower);
(ix) ninth, to pay or prepay principal amounts on the Term Loans;
(x) tenth, to pay all other Obligations in respect of Cash Management Obligations and Hedging Contracts, ratably;
(xi) eleventh, to the ratable payment of all other Obligations; and
(xii) twelfth, to the payment of the surplus, if any, to the Borrower; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i), (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix), (x) and (xi) above the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Lenders shall be allocated first to repay Protective Advances pro rata until such Protective Advances are repaid in full and then to repay the Revolving Loans or to provide cash collateral for outstanding Letters of Credit. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix), (x), (xi) and (xii) above may at any time and from time to time be changed pursuant to the terms of Section 13.1 without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer.
(h) At the option of the Administrative Agent, (i) upon one Business Day prior written notice to the Borrower, fees, expenses and other sums (other than principal), in each case, then due and payable in respect of the Revolving Loans may be paid from the proceeds of Revolving Loans and (ii) Reimbursement Obligations, interest in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Revolving Loans. The Borrower hereby authorizes the Revolving Lenders to make such Revolving Loans pursuant to Section 2.2(a) from time to time in the amounts of any and all principal payable with respect to the Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Revolving Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Revolving Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.3, which conditions the Revolving Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit, Term Loan and Guarantee Agreement (Us Concrete Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes)or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans)shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made by the Administrative Agent on the following basis: (i) for Prime basis of a year of 360 days, or, in the case of interest in respect of Loans which are Base Rate Advances, other than those based on the Federal Funds RateLoans, on the basis of a 365/366 day yearyear of 365 or 366 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearas the case may be and actual days elapsed, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Swap Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Swap Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day.
(e) Unless Agent . All repayments of any Revolving Loans shall have received notice from the Borrower be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentthose having later expiring Eurodollar Interest Periods.
Appears in 1 contract
Payments and Computations. (a) The Borrower (through the Administrative Agent pursuant to Section 2.7) shall make each payment and prepayment hereunder in respect of principal, interest, expenses, indemnities, fees or other Obligations due from the Borrower to the Administrative Agent or any Lender not later than [***] in Dollars to 752805876 23733713 the Administrative Agent at its address referred to in Section 10.3 or to the Administrative Agent’s Account in immediately available, same-day funds. The Administrative Agent will promptly thereafter cause like funds to be distributed (i) if such payment by the Borrower is in respect of principal, interest, commitment fees or any other Obligation then payable hereunder and under the other Loan Transaction Documents not later to more than 11:00 a.m. (San Antonioone Lender, Texas time) on then to such Lenders ratably in accordance with the day when due in same day funds to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention amounts of such other person as Agent may from time respective Obligations then payable to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
Lenders and (bii) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment by the Borrower is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as any Obligation then payable hereunder to which payment is so recovered.
(c) one Lender, then to such Lender, in each case to be applied in accordance with Section 2.7. All computations of interest and fees hereunder based on SOFR shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a year of 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, days in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under computations of interest based on the Loan Documents Alternative Rate shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, in United States dollarseach case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest is payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(a) All payments to be made in respect of fees due hereunder to the Administrative Agent or any Lender from the Borrower shall be made pursuant to Section 2.7, without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the Borrower, and without setoff, counterclaim, counterclaim or other defense.
deduction of any nature (d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Daywith respect to Taxes pursuant to Section 2.14), and such extension of time an action therefor shall be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Dayimmediately accrue.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Sources: Credit Agreement (loanDepot, Inc.)
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 3:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day funds to AgentDollars, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention Administrative Agent at its address referred to in Section 10.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of such other person as principal or interest or fees (to the extent payable to the Lenders) to the Lenders entitled thereto. Payments received by the Administrative Agent may from time after 5:00 p.m. (New York City time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext succeeding Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (365/366 day year, (ii) for Prime days in the case of interest on Alternate Base Rate Advances on a Loans to the extent that such interest is determined based upon JPMCB’s “prime rate” and not the Federal Funds Effective Rate on a 360 day yearRate), and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(c) [Intentionally Omitted].
(d) Each payment by the Borrowers of any Loan and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(e) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day.
(ef) Unless the Administrative Agent shall have received notice from the Borrower Borrowers prior to the date on which any payment is due hereunder that Borrower the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each relevant Lender on such due date an amount equal to the amount then due such Lender. If and to the extent Borrower the Borrowers shall not have made such payment in fullfull to the Administrative Agent, each Bank relevant Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Effective Rate, for the first Business Day, and, thereafter, at the rate applicable to Alternate Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(g) [Intentionally Omitted].
(h) The Borrowers hereby irrevocably waive the right to direct the application of repaymentany and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default, and agrees that upon the termination of the Commitments or the acceleration of any of the Obligations pursuant to Section 8.2, the Facility Agents shall apply all payments made to or received by any Facility Agent or any Lender constituting proceeds of Collateral and all other payments made to or received by any Facility Agent, any Lender with respect to any Secured Obligations in the following order: first, to pay interest on and then principal of any portion of the Term Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers; second, to pay Secured Obligations in respect of any expense reimbursements (including indemnities) then due to the Facility Agents; third, to pay Secured Obligations in respect of any expense reimbursements (including indemnities) then due to the Lenders; fourth, to the ratable (based on the proportional amounts thereof) payment of all other Secured Obligations; and fifth; as directed by the Borrowers; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the applicable Agent’s and each applicable Lender’s interest in the aggregate outstanding Obligations described in such clause. The order of priority set forth in clauses first through fourth of this Section 2.13(h) may at any time and from time to time be changed by the agreement of the Requisite Lenders, the Administrative Agent and each adversely affected Lender without necessity of notice to or consent of or approval by the Borrowers, any Secured Party that is not a Lender, or any other Person.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 a.m. (New York time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Base Rate Loans determined by reference to the rate of interest specified in clause (a) of the definition “Base Rate” shall be made on the basis of a year of 365 days or 366 days, Account Number GL# 160020as the case may be, Attention: ▇▇and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year) or, in the case of interest in respect of Loans denominated in Euro as to which market practice differs from the foregoing, in accordance with such market practice. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.HEALTHCARE CORPORATION
(c) All computations Each payment by the Borrower of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advancesany Loan, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days Reimbursement Obligation (including the first day but excluding the last dayinterest or fees in respect thereof) occurring in the period for which such fees and each reimbursement of various costs, expenses or interest is payable. All payments under the Loan Documents other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan or EURIBOR Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans and EURIBOR Rate Loans, ratably, with those Eurocurrency Rate Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repayment.clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(b) (
Appears in 1 contract
Payments and Computations. (a) Borrower The Company shall make each payment hereunder and under the other Loan Documents Notes not later than 11:00 a.m. (San Antonio, Texas New York City 39 time) on the day when due in Dollars to the Agent in same day funds, without set-off or counterclaim, by deposit of such funds to the Agent’s account maintained at the Payment Office. The Agent will give the Company prior notice of the due date of the principal of any Loan and of the due date and amount of any fees payable hereunder; provided that the failure to give any such prior notice shall not limit the Company’s liability for such payment, but shall delay the due date of such payment for purposes of Section 6.01(a) or 6.01(b), as applicable, by the number of days after such due date that such notice is given. The Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal, interest or fees received by it for the Ratable account of Banks unless otherwise specifically provided hereinany Bank ratably (other than amounts payable pursuant to Section 2.11, at Agent’s office at San Antonio2.15, Texas2.19, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (2.20 or 2.22 or as contemplated by Section 2.24) to the attention applicable Banks for the account of their respective Lending Offices, and like funds relating to the payment of any other amount payable to any Bank to such other person as Agent may from time Bank for the account of its Lending Office, in each case to time specify). No later than be applied in accordance with the end terms of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifythis Agreement.
(b) Borrower hereby authorizes each Bank, if and All computations of interest for Base Rate Loans determined by reference to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due Prime Rate shall be deemed an acceptance made on account onlythe basis of a year of 365 or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the failure to pay basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the entire amount then due may become basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one day. Each determination by the Agent (or, in the case of Section 2.11, by a Bank) of an Event of Default. Borrower agrees that all payments of any obligation due interest rate or fee hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such cases be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, if any such extension would cause payment relating of interest on or principal of Term SOFR Loans or Daily Simple SOFR Loans to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Agent shall have received notice from the Borrower Company prior to the date on which any payment is due from the Company to the Banks hereunder that Borrower the Company will not make such payment in full, the Agent may assume that the Company has made such payment is so made in full to it on such date and it may, in reliance upon such assumption, make distributions cause (but shall not be required to Bankscause) to be distributed to each Bank on such due date an amount equal to the amount then due such Bank. If and to the extent Borrower the Company shall not have so made such payment in fullfull to the Agent as applicable, each Bank shall repay to the Agent as applicable, forthwith on demand such amount distributed to such Bank together with interest thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent at the 40 greater of (i) the NYFRB Rate and (ii) a rate determined by the Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Agent in connection with the foregoing. With respect to any payment that the Agent makes for the account of the Banks hereunder as to which the Agent determines (which determination shall be conclusive absent manifest error) that any of the following applies (such payment referred to as the “Rescindable Amount”): (1) the Company has not in fact made such payment; (2) the Agent has made a payment in excess of the amount so paid by the Company (whether or not then owed); or (3) the Agent has for any reason otherwise erroneously made such payment; then each of the Banks severally agrees to repay to the Agent forthwith on demand the applicable amount distributedRescindable Amount so distributed to such Bank, together in immediately available funds with interest thereon at thereon, for each day from and including the Federal Funds Rate, from date such amount is distributed to it to but excluding the date of distribution until payment to the date Agent, at the greater of repaymentthe NYFRB Rate and a rate determined by the Agent in accordance with banking industry rules on interbank compensation.
Appears in 1 contract
Sources: Term Credit Agreement (Ecolab Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder under this Agreement and under the other Loan Documents each Note not later than 11:00 a.m. (San Antonio, Texas time) A.M. on the day when due in lawful currency of the United States to the Agent at its Payment Office in same day funds. The Agent will promptly thereafter cause to be distributed like funds relating to Agentthe payment of principal or interest or commitment fees ratably (other than amounts payable pursuant to Section 2.06) to the Banks (decreased, as to any Bank, for any taxes withheld in respect of such Bank as contemplated by Section 2.13(b))for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or and like funds relating to the attention payment of any other amount payable to any Bank to such other person as Agent may from time Bank for the account of its Applicable Lending Office, in each case to time specify). No later than be applied in accordance with the end terms of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifythis Agreement.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest based on the Base Rate (except during such times as the Base Rate is determined pursuant to clause (ii) of the definition thereof) and of commitment fees hereunder shall be made by the Agent on the following basis: (i) for Prime Rate Advancesbasis of a year of 365 or 366 days, other than those as the case may be, and all computations of interest based on the LIBO Rate, the Federal Funds RateRate or, during such times as the Base Rate is determined pursuant to clause (ii) of the definition thereof, the Base Rate shall be made by the Agent, and all computations of interest pursuant to Section 2.06 shall be made by a Bank, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or commitment fees or interest is are payable. All payments under Each determination by the Loan Documents Agent (or, in the case of Section 2.06, by a Bank) of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or commitment fees, as the case may be; provided that if applicable. Notwithstanding such extension would cause payment of interest on or principal of LIBOR Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Banks hereunder that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank. If and to the extent the Borrower shall not have so made such payment in fullfull to the Agent, each Bank shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent, at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Sources: Revolving Credit Agreement (Enron Capital & Trade Resources Corp)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (in- cluding fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas x) 1:00 p.m. (London time) in the case of Loans denominated in Euro, Sterling or Yen or (y) 1:00 p.m. (New York City time) in the case of Loans denominated in any other currency, in each case on the day when due due, in same day funds the currency specified herein (or, if no such currency is speci- fied, in Dollars), except as specified in the following sentence, to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Agent at the Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇Office for payments in such currency in immediately available funds without setoff or counterclaim. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or The Agent shall promptly thereafter cause to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.be
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest (i) for Base Rate Loans calculated by reference to the Prime Rate, Canadian Base Rate Loans and Loans denominated in Sterling which shall be made by the Agent on the basis of a year of 365 or 366 days, as the case may be, and (ii) for Prime BA Rate Advances Loans which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 days), and (iii) for LIBOR Rate Advances on a 360 day yearin each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Agent of a rate of interest hereunder shall be conclu- sive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Loan Documents or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in United States dollarsthe currency in which such Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch expense or lia- bility was incurred.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on ex- tended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if such extension would cause payment of interest on or principal of any payment relating Eurocurrency Rate Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that calendar the next cal- endar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans that are denomi- nated in Dollars or Canadian Dollars shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans or Canadian Base Rate Loans, as ap- plicable, and second, to repay such Loans outstanding as Eurocurrency Rate Loans or BA Rate Loans, with those Eurocurrency Rate Loans or BA Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Agent shall have received notice from any Bor- rower to the Borrower Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Agent may assume that such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment pay- ment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith forth- with on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Credit Agreement (Aramark)
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days with respect to Eurodollar Rate Loans and 365/366 day yeardays with respect to all other computations, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation owing under the Loan Documents any Financing Agreement shall be made in United States dollarsDollars; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and without setoff(ii) other than for payments in respect of a Loan or Reimbursement Obligation, counterclaim, Financing Agreements duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or other defensedirectly related to such Financing Agreement.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower Borrowers to the Lenders prior to the date on which any payment is due hereunder that Borrower the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent Borrower that the Borrowers shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable and third, as the Borrower Agent so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agree that during the continuance of an Event of Default, and notwithstanding clause (f) above, the Administrative Agent may in its sole discretion, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall deliver a notice to each Deposit Account Bank and Control Account for each Approved Deposit Account and Approved Securities Intermediary (instructing them to cease complying with any instructions from any Loan Party and to transfer all funds therein to the Administrative Agent) and the Administrative Agent shall apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Loans and Reimbursement Obligations, to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), and to pay Cash Management Obligations and amounts owing with respect to Hedging Contracts, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, Cash Management Obligations and Obligations owing with respect to Hedging Contracts; and
(vii) seventh, to the ratable payment of all other Secured Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Secured Obligation described in any of clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Secured Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Secured Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata until such Protective Advances and Swing Loans are paid in full and then to repay the Loans. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrowers, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of all Lenders.
(h) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the proceeds of Swing Loans or the Revolving Loans unless the Borrowers make such payments on the next succeeding Business Day after the Borrower Agent receives written notice from the Administrative Agent requesting such payments. The Borrower hereby authorizes the Swing Loan Lender to make such Swing Loans pursuant to Section 2.3(a) (Swing Loans) and the Lenders to make such Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all principal payable with respect to the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and the Revolving Loans and to distribute the proceeds of such Swing Loans and the Revolving Loans to pay such amounts. The Borrowers agree that all such Swing Loans and the Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 (Conditions Precedent to Each Loan and Letter of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (J Crew Group Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearin the case of interest accruing at the Base Rate, and (iii) for LIBOR Rate Advances on a 360 day year365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9
Appears in 1 contract
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder and under the other Loan Documents not later than 11:00 a.m. pay fifteen percent (San Antonio, Texas time15.00%) per annum interest on the day when due Outstanding Balance in same day funds to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of cash in arrears on each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyPayment Date with respect thereto.
(b) On each Payment Date, Borrower hereby authorizes each Bank, if and shall repay principal in the amount equal to 87.7 basis points (0.877%) of the aggregate principal amount of the Term Loans advanced through such Payment Date (excluding any amount advanced for the P+I Holdback within six months prior to the extent payment is not made when due hereunderPayment Date), to charge with the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect remaining Outstanding Balance of the obligation as to which payment is so recoveredTerm Loans then outstanding due and payable in full on its respective Maturity Date.
(c) All computations of interest and fees Whenever any Payment Date shall occur on or any other payment hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feesfee, as the case may be.
(d) If any Term Loan becomes due and payable in full prior to its Maturity Date as a result of an acceleration of such Term Loan following an Event of Default, other than an Event of Default under clause (l) (Change of Law) or clause (q) (Material Adverse Effect) of Section 10.1, then the Outstanding Balance thereof (including for the avoidance of doubt, any, accrued and unpaid interest, including interest at the Default Rate, if applicable. Notwithstanding ) and any fees and premium (if applicable) including, without limitation, the foregoingMake-Whole Amount, if any payment relating to a LIBOR Advance falls shall automatically become due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Daypayable.
(e) Unless Agent The Borrowers shall have received notice from make each payment under this Agreement not later than 2:00 p.m. (New York City time) on the Borrower prior day when due, by wire, in Dollars and in immediately available funds to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentPayment Account.
Appears in 1 contract
Sources: Loan Agreement
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. noon (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributedCREDIT AGREEMENT U.S. CONCRETE, INC. distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9 (
Appears in 1 contract
Sources: Credit Agreement (Us Concrete Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San AntonioNew York City time), Texas time) on the day when due, in Dollars, except as specified in the following sentence, to the Agent at the Agent’s Office for payments in immediately available funds without setoff or counterclaim. The Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lending Offices of the applicable Lenders for such payments ratably in accordance with the amount of such principal, interest or fees due in same day funds and owing to such Lenders on such date; provided, however, that amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected Lender or Lenders. Payments received by the Agent after 2:00 p.m. (New York City time) shall, at the option of the Agent, for be deemed to be received on the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest for Base Rate Term Loans calculated by reference to the Prime Rate, (ii) for Prime Rate Advances which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 or 366 days, and (iii) for LIBOR Rate Advances on a 360 day yearas the case may be, in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable). All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defenseEach determination by
(c) [Reserved].
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if such extension would cause payment of interest on or principal of any payment relating Term SOFR Term Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of Term Loans shall be applied as follows: first, to repay such Term Loans outstanding as Base Rate Term Loans, and second, to repay such Term Loans outstanding as Term SOFR Term Loans, with those Term SOFR Term Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateEffective Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Term Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Amendment and Restatement Agreement (Clean Harbors Inc)
Payments and Computations. (aA) The Borrower (through the Paying Agent pursuant to Section 2.7(B) or 2.7(C) and as otherwise permitted in this Agreement) shall make each payment and prepayment hereunder and under the Advances in respect of principal, interest, expenses, indemnities, fees or other Loan Documents Obligations due from the Borrower not later than 11:00 a.m. 4:00 P.M. (San Antonio, Texas New York City time) on the day when due in same day funds U.S. Dollars to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, related Funding Agent at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (its address referred to in Section 10.3 or to the attention such account provided by such Funding Agent in immediately available, same-day funds, and without setoff, counterclaim or other deduction of such any nature (other person as Agent may from time than with respect to time specifyTaxes subject to Section 2.15). No later than Payments on Obligations may also be made by the end application of each day when each payment hereunder is madefunds in the Collection Account or the Takeout Transaction Account as provided in Section 2.7(B) or 2.7(C), Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇as applicable, or such other person or persons the making of additional Advances as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bankprovided in Section 2.4. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder for Advances made under the Base Rate shall be made on by the following basis: applicable Funding Agent (iwhich shall provide the Borrower with the related invoice 109090915.7 -15- setting forth such amounts) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day yearyear of 365 or 366 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearas the case may be, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days elapsed (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents other computations of fees and interest provided hereunder shall be made on the basis of a 360-day year and actual days elapsed (including the first day but excluding the last day) occurring in United States dollarsthe period for which such interest is payable. Each determination by a Funding Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(B) All payments to be made in respect of fees, if any, due to the Administrative Agent from the Borrower hereunder shall be made on the date when due without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the Borrower, and without setoff, counterclaim, counterclaim or other defense.
deduction of any nature (d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Daywith respect to Taxes subject to Section 2.15), and such extension of time an action therefor shall be included in the computation of interest or feesimmediately accrue. The Borrower agrees that, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent there are insufficient funds in the Administrative Agent’s Account, to make any payment under this clause (B) when due, the Borrower shall not have made such payment in full, each Bank shall repay immediately pay to the Administrative Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentall amounts due that remain unpaid.
Appears in 1 contract
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day funds the currency specified herein (or, if no such currency is specified, in Dollars), except as specified in the following sentence, to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Agent at the Agent’s office at San AntonioOffice for payments in such currency in immediately available funds without setoff or counterclaim. The Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, Texasinterest or fees to the Applicable Lending Offices of the applicable Lenders for such payments in accordance with their Ratable Portions of the applicable payment; provided, ABA# ▇▇▇▇▇▇▇▇▇however, Account Number GL# 160020that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected LC Facility Issuing Bank, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇Issuing Bank, Lender or Lenders, (y) amounts payable with respect to Swingline Loans shall be paid only to the applicable Swingline Lender and (z) amounts payable to the Issuing Banks and LC Facility Issuing Bank in accordance with Section 2.10 shall be paid directly to such Issuing Banks and LC Facility Issuing Bank. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Payments received by the Agent (or other applicable party) after 1:00 p.m. (New York City time) shall be deemed to be received on the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest (i) for LC Facility LC Fees, Base Rate Loans, Canadian Base Rate Loans and Loans denominated in Sterling which shall be made by the Agent on the basis of a year of 365 or 366 days, as the case may be, and (ii) for Prime BA Rate Advances Loans which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 days), and (iii) for LIBOR Rate Advances on a 360 day yearin each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Loan Documents or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in United States dollarsthe currency in which such Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch expense or liability was incurred.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if such extension would cause payment of interest on or principal of any payment relating Eurocurrency Rate Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans that are denominated in Dollars or Canadian Dollars shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans or Canadian Base Rate Loans, as applicable, and second, to repay such Loans outstanding as Eurocurrency Rate Loans or BA Rate Loans, with those Eurocurrency Rate Loans or BA Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Agent shall have received notice from any Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that the such Borrower will not make such payment in full, the Agent may assume that the such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Credit Agreement (Aramark Corp/De)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due in same day Dollars to the Administrative Agent at its address referred to in Section 8.8 (Notices, Etc.)in immediately available funds without set off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Obligations bearing interest at the Base Rate), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) In lieu of making any payment permitted or required under this Agreement other than on the last day of the Interest Period therefor so long as no Default or Event of Default shall have occurred and be continuing, the Borrower at its option may deposit with the Administrative Agent an amount equal to the amount of the Loan Documents to be prepaid and such Loan shall be made repaid on the last day of the Interest Period therefor in United States dollarsthe required amount; provided that interest in respect of such Loan shall continue to accrue at the rate provided hereunder until such amount shall have been applied in full to prepay the Loans. Such deposit shall be held by the Administrative Agent in an escrow account established on terms reasonably satisfactory to the Administrative Agent. Such deposit shall constitute cash collateral for the Loans; provided that the Borrower may at any time direct that such deposit be applied to make the applicable payment required pursuant to this Section 2.10 (Interest); provided, further, that while a Default or Event of Default has occurred and without setoffis continuing, counterclaim, or other defensethe Administrative Agent may apply such deposit to make the applicable payment required under this Agreement.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion of the Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 6.2 (Remedies) shall, apply all payments in respect of any Obligations in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iii) third, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders;
(iv) fourth, to pay interest then due and payable in respect of the Loans;
(v) fifth, to pay or prepay principal amounts on the Loans; and
(vi) sixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i), (ii), (iii), (iv), (v) and (vi) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent's or Lender's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v) and (vi) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower or by any other Person that is not a Lender. The order of priority set forth in clauses (i) and (ii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents Notes to be made by it not later than 11:00 a.m. A.M. (San Antonio, Texas New York City time) on the day when due in U.S. dollars to the Agent at its New York address referred to in Section 8.02 in same day funds. The Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal, interest or commitment fees ratably (other than amounts payable pursuant to Section 2.07, 2.11, 2.14, 2.16 or 8.04(b)) to the Banks for the account of their respective Applicable Lending Offices, and like funds relating to the payment of any other amount payable to any Bank to such Bank for the account of its Applicable Lending Office, in each case to be applied in accordance with the terms of this Agreement. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.03(b), any auction fee paid to the Agent pursuant to Section 2.16(a)(i) or any other fee paid to the Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifysuch.
(b) The Borrower hereby authorizes each Bank, if and to the extent payment owed to such Bank by the Borrower is not made when due hereunderhereunder or under any Note held by such Bank, to charge from time to time against any or all of the amount so due against Borrower’s 's accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovereddue.
(c) All computations of interest based on clause (a) or clause (b) of the definition herein of Base Rate and of commitment fees hereunder shall be made by the Agent on the following basis: (i) for Prime Rate Advancesbasis of a year of 365 or 366 days, other than those as the case may be, and all computations of interest based on the Eurodollar Rate, the Federal Funds RateRate or clause (c) of the definition herein of Base Rate shall be made by the Agent, and all computations of interest pursuant to Section 2.07 shall be made by a Bank, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or commitment fees or interest is are payable. All payments under Each determination by the Loan Documents Agent (or, in the case of Section 2.07, by a Bank) of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.of
Appears in 1 contract
Sources: Credit Agreement (Williams Holdings of Delaware Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇their AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇HEALTHCARE CORPORATION respective Applicable Lending Offices; provided, Reference: Propel Financial Serviceshowever, LLC that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and All computations of interest for Base Rate Loans determined by reference to the extent payment is not rate of interest specified in clause (a) of the definition “Base Rate” shall be made when due hereunderon the basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year) or, in the case of interest in respect of Loans denominated in Euro as to charge which market practice differs from the amount so due against Borrower’s accounts foregoing, in accordance with such Bankmarket practice. Acceptance Each determination by Bank the Administrative Agent of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event a rate of Default. Borrower agrees that all payments of any obligation due interest hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations Each payment by the Borrower of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advancesany Loan, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days Reimbursement Obligation (including the first day but excluding the last dayinterest or fees in respect thereof) occurring in the period for which such fees and each reimbursement of various costs, expenses or interest is payable. All payments under the Loan Documents other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan or EURIBOR Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans and EURIBOR Rate Loans, ratably, with those Eurocurrency Rate Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(b) (
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.14 (Taxes) or Section 2.12(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances in the case of Term Loans bearing interest based on a Federal Funds Effective Rate on a 360 day yearCitibank’s base rate, and (iii) for LIBOR Rate Advances on a 360 day year365 days), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Term Loan Documents (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Term Loan was made or such cost, and without setoff, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Term Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may Term Loan Agreement Collective Brands Finance, Inc. specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied as follows: first, to repay such Term Loans outstanding as Base Rate Loans and then, to repay such Term Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.7(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Term Loans and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.7(c) (
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Lender. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Obligations bearing interest at the Base Rate and the Applicable Unused Commitment Fee Rate), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans denominated in Dollars shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Company to the Administrative Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods; provided, however, that if the Company fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (in the case of the Administrative Agent, at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Company so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the applicable Swing Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Facility; payments in respect of Term B-1 Loans received by the Administrative Agent shall be distributed to each Term B-1 Lender in accordance with such Lender’s Ratable Portion of the Term B-1 Loan Facility; payments in respect of Term B-2 Loans received by the Administrative Agent shall be distributed to each Term B-2 Lender in accordance with such Lender’s Ratable Portion of the Term B-2 Loan Facility; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(c) (
Appears in 1 contract
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York City time) on the day when due and payable, in same day funds to Agentthe currency specified herein (or, for the Ratable account of Banks unless otherwise specifically provided hereinif no such currency is specified, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or in Dollars) to the attention of such other person as Administrative Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇at its Applicable Lending Office, or such other person address of the Administrative Agent referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or persons counterclaim. The Administrative Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.16 (Taxes) or Section 2.14(c) (Increased Costs; Capital Adequacy) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders, amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender and amounts payable with respect to Protective Advances shall be retained by the Administrative Agent may from time unless otherwise required to time specifybe paid to the Revolving Credit Lenders pursuant to Section 2.18(b) (Protective Advances). Payments received by the Administrative Agent after 11:00 a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day year, year of 360 days with respect to Eurodollar Rate Loans (iiand Loans bearing interest at (x) for Prime the Base Rate Advances based on a Federal Funds Effective Rate on a 360 day year, clause (b) of such definition and (iiiy) for LIBOR the Canadian Base Rate Advances based on a 360 day yearclause (c) of such definition) and 365/366 days with respect to all other computations, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) For purposes of disclosure pursuant to the Interest Act (Canada), the annual rates of interest or fees to which the rates of interest or fees provided in this Agreement and the other Loan Documents shall (and stated herein or therein, as applicable, to be made computed on the basis of 360 days or any other period of time less than a calendar year) are equivalent are the rates so determined multiplied by the actual number of days in United States dollarsthe applicable calendar year and divided by 360 or such other period of time, and without setoff, counterclaim, or other defenserespectively.
(d) Each payment by any Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation (i) denominated in Dollars shall be made in Dollars and (ii) denominated in Canadian Dollars shall be made in Canadian Dollars.
(e) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan or CDOR Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay any such Revolving Loans outstanding as Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Loans and then, to repay any such Revolving Loans outstanding as Eurodollar Rate Loans or CDOR Loans, with those Eurodollar Rate Loans and CDOR Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ef) Unless the Administrative Agent shall have received notice from the Borrower Representative prior to the date on which any payment is due to the Administrative Agent for the account of the Administrative Agent, the Swing Loan Lender, the Lenders or the Issuers hereunder that Borrower the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment is so made in full to the Administrative Agent on such date in accordance herewith and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to itself, the Swing Loan Lender, the Lenders or the Issuer, as the case may be, an amount equal to the amount then due such Person. If and to the extent Borrower that the Borrowers shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender or the Issuers, as the case may be, shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon for each day from and including the date such amount is distributed to such Lender to but excluding the date such Lender repays such amount to the Administrative Agent, at the greater of the Federal Funds RateRate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.
(g) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (h) below (or required to be applied in accordance with Section 2.9(a) or (b) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable and third, as the Borrower Representative so designates. Payments in respect of (i) Protective Advances received by the Administrative Agent shall be retained by the Administrative Agent unless otherwise required to be paid to the Revolving Credit Lenders pursuant to Section 2.18(b) (Protective Advances), (ii) Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender, (iii) payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion, and (iv) all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(h) The Loan Parties hereby irrevocably waive the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agree that during the continuance of an Event of Default, notwithstanding the provisions of Sections 2.9(a) and (b) (Mandatory Prepayments) and clause (g) above, the Collateral Agent shall deliver a notice of exclusive control to each Deposit Account Bank for each Approved Deposit Account and each Approved Securities Intermediary for each Control Account and the Administrative Agent and the Collateral Agent shall apply all payments in respect of any Secured Obligations and all funds on deposit in any Agent Collection Account, Approved Deposit Account and Control Account and all other proceeds of Collateral in the following order:
(i) first, to payment of that portion of the Secured Obligations constituting fees, indemnities, expenses and other amounts (other than principal, interest and fees under Section 2.12(b) (Letter of Credit Fees), but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Sections 2.14(c) (Increased Costs; Capital Adequacy), 2.16 (Taxes), Article X, Section 11.3 (Costs and Expenses), Section 11.4 (Indemnities) and Section 11.5 (Limitations of Liability)) payable to the Administrative Agent in its capacity as such;
(ii) second, to payment of that portion of the Secured Obligations constituting unpaid principal of the Protective Advances, ratably among the Administrative Agent (and the Lenders to the extent they have funding their participations in any such Protective Advance) in proportion to their respective amounts described in this clause second payable to them;
(iii) third, to pay interest on and then principal amount of any portion of the Revolving Loans and Swing Loans that the Administrative Agent or Swing Loan Lender may have advanced on behalf of any Lender, and any unfunded payment by the Borrower required to have been paid under Section 2.4(h) (Letters of Credit), in each case for which the Revolving Credit Lenders have not funded their Ratable Portion of such Revolving Loans, Swing Loans or Letters of Credit (the amounts so applied to be distributed between or among the Administrative Agent, the Swing Loan Lender and the applicable Issuers ratably in proportion to such amounts owed to them on the date of distribution until any such distribution);
(iv) fourth, to payment of that portion of the date Secured Obligations constituting unpaid principal of repayment.the Swing Loans, ratably among the Swing Loan Lender (and the other Lenders to the extent they have funding their participations in any such Swing Loan) in proportion to their respective amounts described in this clause fourth payable to them;
(v) fifth, to payment of that portion of the Secured Obligations constituting fees, indemnities and other amounts (other than principal, interest and Section 2.12(b) (Letter of Credit Fees)) payable to the Lenders (and the Issuers with respect to Letters of Credit) (including fees, charges and disbursements of counsel to the respective Lenders and the Issuers (including fees and time charges for attorneys who may be employees of any Lender or the Issuers) and amounts payable under Sections 2.14(c) (Increased Costs; Capital Adequacy), 2.16 (Taxes), Section 11.3 (Costs and Expenses), Section 11.4 (Indemnities) and Section 11.5 (Limitations of Liability), ratably among them in proportion to the respective amounts described in this clause fifth payable to them;
(vi) sixth, to payment of that portion of the Secured Obligations constituting accrued and unpaid fees under Section 2.12(b) (
Appears in 1 contract
Sources: Credit Agreement (UTi WORLDWIDE INC)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective applicable lending offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent; Issuers;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(vii) seventh, to pay or prepay principal amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(viii) eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement
Payments and Computations. (a) Each Borrower shall make each payment hereunder and under the other Loan Documents to be made by it not later than 11:00 a.m. A.M. (San Antonio, Texas New York City time) on the day when due in U.S. dollars to the Agent at its New York address referred to in Section 8.02 in same day funds. The Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal, interest or commitment fees ratably (other than amounts payable pursuant to Sections 2.02(c), 2.07, 2.11, 2.14, 2.16 or 8.04(b)) to the Banks for the account of their respective Applicable Lending Offices, and like funds relating to the payment of any other amount payable to any Bank to such Bank for the account of its Applicable Lending Office, in each case to be applied in accordance with the terms of this Agreement. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.03(b), any auction fee paid to the Agent pursuant to Section 2.16(a)(i) or any other fee paid to the Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifysuch.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered[Intentionally omitted.]
(ci) All computations of interest based on clause (a) of the definition herein of Base Rate and of commitment fees hereunder shall be made by the Agent on the following basis: basis of a year of 365 or 366 days, as the case may be, and (iii) for Prime Rate Advances, other than those all computations of interest based on the Eurodollar Rate, the Federal Funds RateRate or clause (b) of the definition herein of Base Rate shall be made by the Agent, and all computations of interest pursuant to Section 2.07 shall be made by a Bank, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or commitment fees or interest is are payable. All payments under Each determination by the Loan Documents Agent (or, in the case of Section 2.07, by a Bank) of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feescommitment fee, as the case may be; provided, however, if applicable. Notwithstanding such extension would cause payment of interest on or principal of Eurodollar Rate Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(e) Unless the Agent shall have received notice from the a Borrower prior to the date on which any payment is due by such Borrower to any Bank hereunder that such Borrower will not make such payment in full, the Agent may assume that such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the extent such Borrower shall not have so made such payment in fullfull to the Agent, each Bank shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent, at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due in same day Dollars to the Administrative Agent at its address referred to in Section 8.8 (Notices, Etc.) in immediately available funds without set off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Obligations bearing interest at the Base Rate), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) In lieu of making any payment permitted or required under this Agreement other than on the last day of the Interest Period therefor so long as no Default or Event of Default shall have occurred and be continuing, the Borrower at its option may deposit with the Administrative Agent an amount equal to the amount of the Loan Documents to be prepaid and such Loan shall be made repaid on the last day of the Interest Period therefor in United States dollarsthe required amount; provided that interest in respect of such Loan shall continue to accrue at the rate provided hereunder until such amount shall have been applied in full to prepay the Loans. Such deposit shall be held by the Administrative Agent in an escrow account established on terms reasonably satisfactory to the Administrative Agent. Such deposit shall constitute cash collateral for the Loans; provided that the Borrower may at any time direct that such deposit be applied to make the applicable payment required pursuant to this Section 2.10 (Interest); provided, further, that while a Default or Event of Default has occurred and without setoffis continuing, counterclaim, or other defensethe Administrative Agent may apply such deposit to make the applicable payment required under this Agreement.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 6.2 (Remedies) shall, apply all payments in respect of any Obligations in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iii) third, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders;
(iv) fourth, to pay interest then due and payable in respect of the Loans;
(v) fifth, to pay or prepay principal amounts on the Loans; and
(vi) sixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i), (ii), (iii), (iv), (v) and (vi) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s or Lender’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v) and (vi) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower or by any other Person that is not a Lender. The order of priority set forth in clauses (i) and (ii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days with respect to Eurodollar Rate Loans and 365/366 day yeardays with respect to all other computations, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation owing under the Loan Documents any Financing Agreement shall be made in United States dollarsDollars; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and without setoff(ii) other than for payments in respect of a Loan or Reimbursement Obligation, counterclaim, Financing Agreements duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or other defensedirectly related to such Financing Agreement.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower Borrowers to the Lenders prior to the date on which any payment is due hereunder that Borrower the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent Borrower that the Borrowers shall not have made such payment in fullfull to the Administrative Agent, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.AMENDED AND RESTATED CREDIT AGREEMENT
Appears in 1 contract
Sources: Credit Agreement (J Crew Group Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14(c) (Illegality), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Increased Costs and Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Lender. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Obligations bearing interest at the Base Rate and the Applicable Unused Commitment Fee Rate), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans denominated in Dollars shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (in the case of the Administrative Agent, at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repayment.clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the applicable Swing Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Facility; payments in respect of Term Loans in any Tranche received by the Administrative Agent shall be distributed to each Term Lender holding Term Loans in such Tranche in accordance with such Lender’s Ratable Portion of such Tranche; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions. Subject to Section 2.22(c)
Appears in 1 contract
Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars to the Administrative Agent or the Swing Loan Lender, as applicable, at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 1:00 p.m. (New York time) shall be deemed to be received on the next Business Day (in the Administrative Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specifysole discretion). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or interest is payable. All payments under the Loan Documents fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of (i) any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as CREDIT AGREEMENT KNOLOGY, INC. Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods, and (ii) any Term Loans shall be applied pro rata to repay such Loans outstanding as Base Rate Loans and Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9
Appears in 1 contract
Sources: Credit Agreement (Knology Inc)
Payments and Computations. (a) Each payment made by or on behalf of the Borrower (including fees and expenses) shall make each payment hereunder and under the other Loan Documents be made not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder of Base Rate Loans shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 365 or, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, as applicable 366 days for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under other computations of interest and of fees shall be made by the Loan Documents Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by or on behalf of the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that, other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Loan Document.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or any Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in fullfull (and the Administrative Agent has not received any notice that such payment shall be made in full by another Loan Party on behalf of the Borrower), the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made (and no Loan Party shall have made on behalf of the Borrower) such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans for the applicable Facility) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with clauses (c) or (e) of Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower (or any Loan Party on behalf of the Borrower), second, to pay all other Obligations then due and payable; and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions in the Facility with respect to which such payment is made.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clauses (c) or (e) of Section 2.9 (
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents Note, irrespective of any right of counterclaim or set-off, not later than 11:00 a.m. 12:00 Noon (San AntonioCharlotte, Texas North Carolina time) on the day when due in U.S. dollars to the Lender for the account of its Applicable Lending Office, in same day funds to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyfunds.
(b) The Borrower hereby authorizes each Bankthe Lender, if and to the extent payment owed to the Lender is not made when due hereunderhereunder or under the Note, to charge from time to time against any or all of the Borrower's accounts with the Lender any amount so due against Borrower’s accounts with due. The Lender hereby agrees to notify the Borrower promptly after any such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due setoff and application shall be deemed an acceptance on account onlymade by the Lender; provided, and however, that the failure to pay give such notice shall not affect the entire amount then due may become an Event validity of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredcharge.
(c) All computations of interest and fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Lender on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or fees or interest is are payable. All payments under Each determination by the Loan Documents Lender of an interest rate or fee hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Note shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or commitment fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if any such extension would cause payment relating of interest on or principal of Eurodollar Rate Loans to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas time) 2:00 p.m. on the day when due due, in same day Dollars to (i) in the case of any payments in respect of the Revolving Credit Facility, the Revolving Credit Facility Administrative Agent and (ii) in the case of payments in respect of the Term Loan Facility, to the Term Loan Facility Administrative Agent, in each case, at its respective address referred to in Section 11.02 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The applicable Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 3.02 (Illegality), ABA# ▇▇▇▇▇▇▇▇▇3.03 (Determination of Rates; Inability to Determine Rates), Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 3.04 (Increased Cost and Reduced Return; Capital Adequacy) or 3.05 (Funding Losses) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Line Loans shall be paid only to the Swing Line Loan Lender. Payments received by the applicable Administrative Agent may from time after 2:00 p.m. shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, applicable Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by such Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Loan Documents Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligations shall be made in United States dollarsDollars; provided, however, that (i) the reimbursement agreement relating to any Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and without setoff(ii) other than for payments in respect of a Loan or Reimbursement Obligation, counterclaim, Loan Documents duly executed by the Administrative Agents or any Swap Contract may specify other defensecurrencies of payment for Obligations created by or directly related to such Loan Document or Swap Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Revolving Credit Facility Administrative Agent (in the case of payments under the Revolving Credit Facility) or the Term Loan Facility Administrative Agent (in the case of payments under the Term Loan Facility), as the case may be, shall have received notice from the Borrower or the applicable Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, such Administrative Agent may assume that the Borrower has made such payment is so made in full to such Administrative Agent on such date and such Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the applicable Administrative Agent, each Bank applicable Lender shall repay to such Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the applicable Administrative Agent.
(f) Except for payments and other amounts received by the Revolving Credit Facility Administrative Agent (in the case of repaymentpayments under the Revolving Credit Facility) or the Term Loan Facility Administrative Agent (in the case of payments under the Term Loan Facility) and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.08(c) (Mandatory Prepayments)), all payments and any other amounts received by any Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, in the case of payments under the Revolving Credit Facility, to pay principal of, and interest on, any portion of the Loans the Revolving Credit Facility Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Revolving Credit Lender, for which the Revolving Credit Facility Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Line Loans received by the Revolving Credit Facility Administrative Agent shall be distributed to the Swing Line Lender; payments in respect of Revolving Loans received by the Revolving Credit Facility Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Pro Rata Share of the Aggregate Revolving Credit Commitments; payments in respect of the Term Loans received by the Term Loan Facility Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender's Pro Rata Share of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the L/C Issuer as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Pro Rata Shares.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.08(c) (Mandatory Prepayments) and clause (f) above, each Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 9.02 (Remedies Upon Event of Default) shall, instruct the Collateral Agent to deliver a Blockage Notice to each Deposit Account Bank for each Approved Deposit Account and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event (if any) that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Revolving Credit Facility Administrative Agent may have advanced on behalf of any Lender for which the Revolving Credit Facility Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to any Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Lenders and the L/C Issuer;
(iv) fourth, to pay Obligations in respect of any fees then due to any Agent, the Lenders and the L/C Issuer;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Loans and Reimbursement Obligations and to Cash Collateralize the outstanding L/C Obligations in the manner described in Section 9.03 (Actions in Respect of Letters of Credit), and to pay Cash Management Obligations and amounts owing with respect to Swap Contracts, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Outstanding Amounts, Cash Management Obligations, and Obligations owing with respect to Swap Contracts; and
(vii) seventh, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of each Agent's and each Lender's or L/C Issuer's interest in the aggregate outstanding Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Swing Line Loans until such Loans are repaid in full and then to repay the Revolving Loans. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be changed by the agreement of each Lender directly affected thereby without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or L/C Issuer or by any other Person that is not a Lender or L/C Issuer. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agents in addition to that of each Lender directly affected thereby.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 9.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in Section 2.7 (Mandatory Prepayments) and in clauses (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.14 (Taxes) or Section 2.12(c) (Increased Costs) or (d) (Illegality) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan Documents (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.7 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.7 (
Appears in 1 contract
Payments and Computations. (aA) The Borrower (through the Paying Agent pursuant to Section 2.7(B) and as otherwise permitted in this Agreement) shall make each payment and prepayment hereunder and under the Advances in respect of principal, interest, expenses, indemnities, fees or other Loan Documents Obligations due from the Borrower not later than 11:00 a.m. 4:00 P.M. (San Antonio, Texas New York City time) on the day when due in same day funds U.S. Dollars to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, related Funding Agent at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (its address referred to in Section 10.3 or to such account provided by such Funding Agent in immediately available, same-day funds. Payments on Obligations may also be made by application of funds in the attention of such other person Collection Account or the Takeout Transaction Account as Agent may from time to time specifyprovided in Section 2.7(B), as applicable. No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder for Advances shall be made by the related Funding Agent, who shall notify the Facility Administrator, the Borrower and the Administrative Agent of any determination thereof on or prior to the following basis: (i) payment thereof pursuant to Section 2.7(B), as applicable. All computations of interest for Prime Advances made under the Base Rate Advances, other than those based on or the Federal Funds Rate, Commercial Paper Rate shall be made by the applicable Funding Agent on the basis of a 365/366 day yearyear of 365 or 366 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearas the case may be, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days elapsed (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents other computations of fees and interest provided hereunder shall be made on the basis of a 360-day year and actual days elapsed (including the first day but excluding the last day) occurring in United States dollarsthe period for which such interest is payable. Notwithstanding the foregoing, each determination by a Funding Agent of an interest rate hereunder shall be subject to the approval of the Administrative Agent.
(B) All payments to be made in respect of fees, if any, due to the Administrative Agent from the Borrower hereunder shall be made on the date when due without presentment, demand, 118556040.20118095118.53 -19- protest or notice of any kind, all of which are hereby expressly waived by the Borrower, and without setoff, counterclaim, counterclaim or other defense.
deduction of any nature (d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Daywith respect to Taxes pursuant to Section 2.17), and such extension of time an action therefor shall be included in the computation of interest or feesimmediately accrue. The Borrower agrees that, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent there are insufficient funds in the Administrative Agent’s Account, to make any payment under this clause (B) when due, the Borrower shall not have made such payment in full, each Bank shall repay immediately pay to the Administrative Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentall amounts due that remain unpaid.
Appears in 1 contract
Sources: Credit Agreement (Sunnova Energy International Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.9 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender's Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(c) (
Appears in 1 contract
Sources: Credit Agreement (Datapath Inc)
Payments and Computations. (a) Each Borrower shall make each payment hereunder and under the other Loan Documents to be made by it not later than 11:00 a.m. (San Antonio, Texas New York City time) on the day when due in Dollars to the Agent at its address referred to in Section 8.2 (excluding, for such purpose, any address to which copies are to be sent), in each case in same day funds, without deduction, counterclaim or offset of any kind. The Agent will promptly thereafter cause to be distributed to the Banks like funds relating to Agentthe payment of principal, interest or any fees payable to the Banks for the account of their respective Applicable Lending Offices, and like funds relating to the payment of any other amount payable to any Bank or Issuing Bank to such Bank or Issuing Bank, as the case may be, for the Ratable account of Banks unless otherwise specifically provided hereinits Applicable Lending Office, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇in each case to be applied in accordance with the terms of this Agreement. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or The Agent will promptly pay to the attention Collateral Agent like funds relating to the payment of such any amount payable to the Collateral Agent. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.11(a), any other person fee paid to the Agent, as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇such, or such any Fronting Fee, other person fee, cost or persons as Agent may from time charge paid to time specifyan Issuing Bank pursuant to Section 2.11(b)(i).
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(ci) All computations of interest and fees hereunder based on clause (a) of the definition herein of "Base Rate" shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 365 or 366 days, as the case may be, and (ii) for Prime Rate Advances all computations of Letter of Credit Fees, Commitment Fees, Fronting Fees and all other fees and of interest based on a the Eurodollar Rate, the Federal Funds Effective Rate and interest pursuant to Section 2.17 shall be made by the Agent on the basis of a year of 360 day yeardays, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest, Letter of Credit Fees, Commitment Fees, Fronting Fees or other fees or interest is are payable. All payments under Each determination by the Loan Documents Agent of an interest rate or fee hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of interest payment of interest, Commitment Fee, Letter of Credit Fee, Fronting Fee or feesany other fee hereunder, as the case may be; provided, however, that, if applicable. Notwithstanding such extension would cause payment of interest on or principal of Eurodollar Rate Revolving Credit Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Agent shall have received notice from the a Borrower prior to the date on which any payment is due by such Borrower to any Bank hereunder that such Borrower will not make such payment in full, the Agent may assume that such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the extent such Borrower shall not have so made such payment in fullfull to the Agent, each Bank shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent, at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars to the Administrative Agent or the Swing Loan Lender, as applicable, at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 1:00 p.m. (New York time) shall be deemed to be received on the next Business Day (in the Administrative Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specifysole discretion). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or interest is payable. All payments under the Loan Documents fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of (i) any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods, and (ii) any Term Loans shall be applied pro rata to repay such Loans outstanding as Base Rate Loans and Eurodollar Rate Loans. AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repayment.clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans except as otherwise specified in Section 2.8(b) (
Appears in 1 contract
Sources: Credit Agreement (Knology Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other any Loan Documents Document not later than 11:00 a.m. (San Antonio, Texas time) A.M. on the day when due in dollars to the Administrative Agent at its Payment Office in same day funds without setoff, deduction or counterclaim. The Administrative Agent will promptly thereafter cause to Agentbe distributed like funds relating to the payment of principal or interest or the commitment fee ratably (other than amounts payable pursuant to Section 2.6, Section 2.10, Section 2.13 or Section 8.4(b)) to the Banks for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or and like funds relating to the attention payment of any other amount payable to any Bank to such other person as Agent may from time Bank for the account of its Applicable Lending Office, in each case to time specify). No later than be applied in accordance with the end terms of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifythis Agreement.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder based on the Base Rate (except during such times as the Base Rate is determined pursuant to clause (a) of the definition thereof) shall be made by the Administrative Agent on the following basis: (i) for Prime Rate Advancesbasis of a year of 365 or 366 days, other than those as the case may be, and, subject to Section 8.8, all computations of interest based on the Eurodollar Rate, the Federal Funds RateRate or, during such times as the Base Rate is determined pursuant to clause (a) of the definition thereof, the Base Rate and all computations of the commitment fee shall be made by the Administrative Agent, and all computations of interest pursuant to Section 2.6 shall be made by a Bank, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees interest or interest commitment fee is payable. All payments under Each determination by the Loan Documents Administrative Agent (or, in the case of Section 2.6, by a Bank) of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feesthe commitment fee, as the case may be; provided, however, if applicable. Notwithstanding such extension would cause payment of interest on or principal of Eurodollar Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(ed) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Banks hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank. If and to the extent the Borrower shall not have so made such payment in fullfull to the Administrative Agent, each Bank shall shall, subject to Section 8.8, repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the earlier of (i) the date such Bank repays such amount to the Administrative Agent and (ii) the date two Business Days after the date such amount is so distributed, at the Federal Funds Rate, from the date of distribution Rate and thereafter until the date of repaymentsuch Bank repays such amount to the Administrative Agent at the Federal Funds Rate plus 2%.
Appears in 1 contract
Payments and Computations. (a) Borrower The Borrowers shall make each payment of Revolving Loans hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 in immediately available funds without deduction, set-off or counterclaim. The Administrative Agent will promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clauses (e) and (f) of this Section 2.12, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13(c), ABA# ▇▇▇▇▇▇▇▇▇Section 2.13(e), Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (Section 2.14 or Section 2.15 shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York City time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder based on the Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 365/366 day yeardays, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearas the case may be, and (iii) for LIBOR Rate Advances all computations of all other interest and all fees shall be made by the Administrative Agent on the basis of a year of 360 day yeardays, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Administrative Borrower to the Lenders prior to the date on which any payment is due hereunder that Borrower the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent Borrower that the Borrowers shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of repaymentSection 2.12(f) (and except as otherwise provided in Section 2.8), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of and interest on any portion of the Loans that the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable, and third, as the Administrative Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) During the continuance of an Event of Default, the Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and agree that, notwithstanding the provisions of clause (e) above, the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 8.2, subject to the terms of the Intercreditor Agreement, apply all payments (subject in any event to the restrictions set forth in Section 8.3 in respect of the application of amounts funded to a cash collateral account in respect of outstanding Letter of Credit Obligations) in respect of any Obligations and all funds on deposit in any cash collateral account in the following order (after first paying all expenses incurred by the Administrative Agent in the performance of its duties and in the enforcement of the rights of the Lenders and the Issuers under the Loan Documents, including, without limitation, all costs and expenses of collection, reasonable attorneys’ fees (including all allocated costs of internal counsel) and other professional fees, court costs and other amounts in respect of expense reimbursement and indemnities then due the Administrative Agent in connection therewith):
(i) first, ratably, pay any advances, fees, indemnities, expense reimbursements or other liabilities then due and owing to the Administrative Agent from any Borrower (other than in connection with any Secured Hedging Contracts);
(ii) second, to pay any expense reimbursements then due and owing to the Issuer, the Swing Loan Lender or the Lenders from the Borrowers (other than in connection with any Secured Hedging Contracts) to the extent such obligations are secured by the Collateral, ratably;
(iii) third, to pay interest due and payable in respect of the Loans and fees with respect to Letters of Credit to the extent such obligations are secured by the Collateral, ratably;
(iv) fourth, to prepay principal on the Loans and unpaid Reimbursement Obligations and any amounts owing with respect to Secured Hedging Contracts, in each case to the extent such obligations are secured by the Collateral, ratably;
(v) fifth, to the payment of any other Secured Obligation due and owing to the Agent or any Lender that are secured by the Collateral; and
(vi) sixth, to the applicable Loan Party or as the Administrative Borrower shall direct. provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (vi), the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (vi) of this clause (f) may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by any Borrower or any other Person. The order of priority set forth in clauses (i) through (v) of this clause (f) may be changed only with the prior written consent of the Administrative Agent in addition to all Lenders. Each Lender and each Loan Party acknowledges and agrees to the relative rights, priorities and agreements of the First Lien Term Loan Secured Parties, the Second Lien Secured Parties and the Secured Parties, as set forth in the Intercreditor Agreement and this Agreement, including as set forth in this Section 2.12 and Section 10.23.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans may be paid from the proceeds of Swing Loans or Revolving Loans. The Borrowers hereby authorize the Swing Loan Lender to make Swing Loans pursuant to Section 2.3(a), and the Lenders to make Revolving Loans pursuant to Section 2.2(a), from time to time in the Swing Loan Lender’s, or such Lender’s discretion, that are in the amounts of any and all principal payable with respect to the Swing Loans and interest, fees, expenses and other sums payable in respect of the Loans, and further authorize the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. The Borrowers agree that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by them (irrespective of the satisfaction of the conditions in Section 3.2, which conditions the Lenders irrevocably waive) and direct that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Amendment Agreement (Tousa Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. noon (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Amended and Restated Credit Agreement U.S. Concrete, Inc. Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9 (
Appears in 1 contract
Sources: Credit Agreement (Us Concrete Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14(c) (Illegality), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Increased Costs and Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Lender. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Obligations bearing interest at the Base Rate and the Applicable Unused Commitment Fee Rate), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans denominated in Dollars shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (in the case of the Administrative Agent, at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repayment.clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other
Appears in 1 contract
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day funds to Agentthe currency specified herein (or, for the Ratable account of Banks unless otherwise specifically provided hereinif no such currency is specified, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or in Dollars) to the attention of such other person as Administrative Agent may at the account specified by the Administrative Agent from time to time specifyin immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, interest, fees or other amounts to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇Section 2.16 (Capital Adequacy), or such other person Section 2.17 (Taxes) shall be paid only to the affected Lender or persons as Lenders and amounts payable with respect to Swing Loans shall be paid only to the affected Swing Loan Lender. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York time) shall be deemed to time specifybe received on the next Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of (i) interest and fees hereunder on Eurocurrency Rate Loans (other than Sterling Term Loans) shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day year, year of 360 days and (ii) all fees payable hereunder and interest for Prime Base Rate Advances Loans and Sterling Term Loans shall be made by the Administrative Agent on a Federal Funds Effective Rate on a 360 day yearthe basis of 365 or 366 days, and (iii) for LIBOR Rate Advances on a 360 day yearas the case may be, in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees (but excluding Unused Commitment Fees which shall be paid in Dollars) in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Loan Document.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Dollar Revolving Loans or U.S. Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from any Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.8 (Optional Prepayments) or Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of any Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable as set forth in the following sentence and third, as the Company so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender that has made such Swing Loans; payments in respect of any Revolving Loan received by the Administrative Agent shall be distributed to each Revolving Lender in accordance with such Lender's Ratable Portion of the applicable Revolving Credit Commitments; payments in respect of any Term Loan received by the Administrative Agent shall be distributed to each applicable Term Lender in accordance with such Lender's Ratable Portion thereof; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 (Optional Prepayments), Section 2.9 (Mandatory Prepayments) or clause (f) above, the Administrative Agent upon the acceleration of the Obligations pursuant to Section 9.2 (Remedies) shall apply all payments received through the enforcement of any Loan Document against any Loan Party in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that are Secured Obligations of such Loan Party that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or any Loan Party;
(ii) second, to pay Secured Obligations that are Secured Obligations of such Loan Party in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Secured Obligations that are Secured Obligations of such Loan Party in respect of any expense reimbursements or indemnities then due to the Lenders and Issuers;
(iv) fourth, to the ratable payment of all other Secured Obligations of such Loan Party (including any Cash Management Obligations and Hedging Obligations that are Secured Obligations of such Loan Party); provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Secured Obligations of the applicable Loan Party described in any of clauses (i) through (iv) above, the available funds being applied with respect to any such Secured Obligations of each Loan Party (unless otherwise specified in such clause) shall be allocated to the payment of such Secured Obligations ratably, based on the proportion of the Administrative Agent's, each Lender's or Issuer's and any other holder's of Secured Obligations interest in the aggregate outstanding Secured Obligations described in the applicable clause. In providing for such allocation, the Administrative Agent shall take into account the provisions of Section 9.5 (Collection Allocation Mechanism) and the CAM Exchange. Notwithstanding the CAM Exchange, any amount received by the Administrative Agent in an Alternate Currency that would otherwise be distributed to any Lender which immediately prior to the CAM Exchange held only Commitments and/or Loans denominated in Dollars shall be converted to Dollars at the then applicable exchange rate by the Administrative Agent prior to being distributed to such Lenders. The order of priority set forth in clauses (i) through (iv) above may at any time and from time to time be changed with the consent of each Lender whose consent would be required pursuant to Section 11.1 (Amendments, Waivers, Etc.) without necessity of notice to or consent of or approval by the Borrowers, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Lenders whose consent is required by Section 11.1 (Amendments, Waivers, Etc.).
(h) A payment of interest on a Note satisfies the applicable Borrower's obligation to pay an equivalent amount of interest under Section 2.10 (Interest).
Appears in 1 contract
Sources: Credit Agreement (Acco Brands Corp)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas timeLocal Time) on the day when due and payable, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the applicable Disbursement Agent at the applicable Disbursement Agent’s address referred to in Section 9.01 in immediately available funds without set-off or counterclaim. The applicable Disbursement Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders entitled thereto, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (Section 2.16 or Section 2.17 shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Loan Lender. Payments received by the applicable Disbursement Agent may from time after 11:00 a.m. (Local Time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, applicable Disbursement Agent on the basis of a year of 360 days with respect to Eurodollar Rate Loans and 365/366 day yeardays with respect to all other computations, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents applicable Disbursement Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Unless otherwise expressly provided in this Agreement, each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch cost or expense was incurred.
(d) Whenever All repayments of any payment to be made hereunder or under any other Loan Documents Revolving Credit Loans shall be stated applied as follows: first, to be due on a day other than a Business Dayrepay any such Revolving Credit Loans outstanding as Base Rate Loans and then, to repay any such payment shall be made on the next succeeding Business DayRevolving Credit Loans outstanding as Eurodollar Rate Loans, and such extension of time shall be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Daythose having later expiring Interest Periods.
(e) Unless the applicable Disbursement Agent shall have received notice from the U.S. Borrower to the Lenders prior to the date on which any payment is due by any Borrower hereunder that a Borrower will not make such payment in full, the Administrative Agent may assume that the applicable Borrower has made such payment is so made in full to the Administrative Agent on such date and the applicable Disbursement Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender in the applicable Facility shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (in respect of European Loans, at the Overnight Rate, and in respect of all other amounts, at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the applicable Disbursement Agent.
(f) Except for payments and other amounts received by the applicable Disbursement Agent and applied in accordance with the provisions of repaymentclause (g) or (h) below (or required to be applied in accordance with Section 2.09 or Section 5.20 and subject to Section 1.05(d), all payments and any other amounts received by the applicable Disbursement Agent in accordance with Section 2.08 shall be applied to the Obligations as the U.S. Borrower or Administrative European Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender that made such Swing Loans; payments in respect of European Revolving Credit Loans received by the Administrative Agent shall be distributed to each Eurocurrency Lender in accordance with such Eurocurrency Lender’s Eurocurrency Ratable Portion; payments in respect of U.S. Revolving Credit Loans received by the Administrative Agent shall be distributed to each applicable Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion of such U.S. Revolving Credit Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions and, subject to clause (i) below, for such payments allocated to the Lenders in any or all of the Facility, in proportion to their respective applicable Ratable Portions in such Facility or, as the case may be, in proportion to their respective applicable Eurocurrency Ratable Portions.
(g) To the fullest extent permitted by Requirements of Law, each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that during the continuance of an Event of Default, notwithstanding the provisions of Section 2.09, Section 5.20 and clause (f) above (but subject to clause (h) below and subject to Section 1.05(d)), the Administrative Agent, the Collateral Agent and the European Collateral Agent may, and upon the written direction of the Requisite Lenders or upon the acceleration of the Obligations pursuant to Section 7.02 or Section 7.03, shall deliver a Blockage Notice to each Deposit Account Bank for each Approved Deposit Account and apply all payments in respect of any Obligations and all funds on deposit in (or funds received from) any Cash Collateral Account and all other proceeds of Collateral of such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the U.S. Revolving Credit Loans (or, if such Borrower is a European Borrower, the European Revolving Credit Loans) that the Administrative Agent or any Disbursement Agent may have advanced on behalf of any Lender for which the Administrative Agent or such Disbursement Agent has not then been reimbursed by such Lender or any Borrower;
(ii) second, to pay U.S. Obligations in respect of any expense reimbursements or indemnities and Facility Cash Management Obligations then due to the Administrative Agent or any Disbursement Agent by the U.S. Borrower (or, if such Borrower is a European Borrower, to pay European Obligations in respect of any expense reimbursements or indemnities or Facility Cash Management Obligations then due to the Administrative Agent or any Disbursement Agent by any European Borrower);
(iii) third, to pay U.S. Obligations in respect of any expense reimbursements or indemnities and Facility Cash Management Obligations then due to the Lenders and the Issuers by the U.S. Borrower (or, if such Borrower is a European Borrower, pay European Obligations in respect of any expense reimbursements or indemnities or Facility Cash Management Obligations then due to the Lenders and the Issuers by any European Borrower);
(iv) fourth, to pay U.S. Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers by the U.S. Borrower (or, if such Borrower is a European Borrower, to pay European Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers by any European Borrower);
(v) fifth, to pay interest then due and payable in respect of the U.S. Loans and Reimbursement Obligations (or, if such Borrower is a European Borrower, in respect of the European Loans);
(vi) sixth, if such Borrower is the U.S. Borrower, to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 7.04 but only with respect to outstanding Letters of Credit that are not supported by “back-to-back” letters of credit as described in Section 7.04;
(vii) seventh, to pay or prepay principal amounts on the U.S. Loans and Reimbursement Obligations (or, if such Borrower is a European Borrower, to pay or prepay principal amounts on the European Loans), ratably to the aggregate principal amount of such Loans and Reimbursement Obligations;
(viii) eighth, to the ratable payment of all other U.S. Obligations owing by the U.S. Borrower or any U.S. Loan Party (or, if such Borrower is a European Borrower, European Obligations owing by any European Borrower or European Loan Party);
(ix) ninth, (1) if such Borrower is the U.S. Borrower, to the ratable payment of all other Obligations owing by any Borrower and (2) if such Borrower is a European Borrower and any Obligations of the U.S. Borrower remain outstanding, to the payment of any Indebtedness owing by any European Loan Party to any U.S. Loan Party;
(x) tenth, if such Borrower is a “Loan Party” (as such term is defined in the Term Loan Credit Agreement), prior to a Discharge of Term Loan Obligations (as such term is defined in the Intercreditor Agreement), to the Term Loan Collateral Agent for the benefit of the Term Loan Secured Parties; and
(xi) eleventh, any excess to the applicable Borrower or as otherwise directed by a court of competent jurisdiction; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (ix) above the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s, each Disbursement Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata until such Protective Advances and Swing Loans are paid in full and then to repay the Revolving Credit Loans.
(h) The Administrative Agent reserves the right to apply against the repayment of any Obligations under the Revolving Credit Facility owing in any currency, any repayment and other amounts that may be applied in accordance with other provisions of this Agreement to repay such Obligations, regardless of the currency in which such repayments and amounts were received or are held.
(i) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Credit Loans and Protective Advances may be paid from the proceeds of Swing Loans or Revolving Credit Loans. Each Borrower hereby authorizes the Swing Loan Lenders to make such Swing Loans pursuant to Section 2.03 and the Revolving Credit Lenders to make such Revolving Credit Loans pursuant to Section 2.02(a) from time to time in the amounts of any and all principal payable with respect to the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Revolving Credit Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Credit Loans and to distribute the proceeds of such Swing Loans and Revolving Credit Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Credit Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.02, which conditions the Lenders irrevocably waive, including, without limitation, without any deemed re-making of representations and warranties)) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (Solutia Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders ratably, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at however, that amounts payable pursuant to Section 2.12 (Capital Adequacy), Section 2.13 (Taxes) or Section 2.11(c) or (d)(Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 1:00 p.m. (New York time) shall be deemed to be received on the next Business Day (in the Administrative Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specifysole discretion). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Term Loan (including interest or interest is payable. All payments under the Loan Documents fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Term Loan was made or such cost, and without setoff, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Term Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied pro rata to repay such Term Loans outstanding as Base Rate Loans and Eurodollar Rate Loans. 2ND LIEN CREDIT AGREEMENT KNOLOGY, INC.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied, subject to the terms of the Intercreditor Agreement, in accordance with Section 2.6(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Term Loans. All payments of fees and all other payments in respect of any other Obligation shall be allocated, among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.6(c) (
Appears in 1 contract
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 12:00 noon (San Antonio, Texas New York time) on the day when due in same day Dollars to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 or Section 2.14(c) or (or d) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances on in the case of Loans bearing interest by reference to Citibank’s base rate, a Federal Funds Effective Rate on a 360 day yearyear of 365 or, and (iii) for LIBOR Rate Advances on a 360 day yearif applicable, 366 days), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan Documents (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligations shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the applicable Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c)), all payments and any other amounts received by the Administrative Agent from or for the benefit of a Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans of such Borrower the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as the applicable Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each applicable Lender in accordance with such Lender’s Ratable Portion of the applicable Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated to the applicable Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(c) and clause (f) above shall apply all payments in respect of any Obligations and all other proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iv) fourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Lenders;
(v) fifth, to pay interest then due and payable in respect of the Loans (or after the Conversion Date, the Term Loans);
(vi) sixth, to pay or prepay principal amounts on the Loans; and
(vii) seventh, to the ratable payment of all other Secured Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Secured Obligation described in any of clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Secured Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s interest in the aggregate outstanding Secured Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by either Borrower, any Secured Party that is not a Lender or by any other Person that is not a Lender. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Credit Agreement (Prologis)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Payments and Computations. (a) Borrower The applicable Applicant shall make each payment hereunder and under the other Loan Documents irrespective of any right of counterclaim or set-off not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day funds dollars, to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Bank at Agent’s its office at San Antonio, Texas, ABA# ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇/▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person office as Agent may the Bank shall direct from time to time) and at such account as the Bank shall direct from time to time specify). No later than in immediately available funds, with payments being received by the end of each day when each payment Bank after such time being deemed to have been received on the next succeeding Business Day; provided that if any amount due hereunder is madebased upon the Bank’s payment in an Alternate Currency, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or the applicable Applicant will pay the Dollar Equivalent of such other person or persons as Agent may from time to time specifyamount.
(b) Borrower hereby authorizes each Bank, if If at any time insufficient funds are received by and available to the extent payment is not made when Bank to pay fully all amounts of principal, unreimbursed LOC Disbursements, interest and fees then due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank funds shall be applied (i) first, towards payment of any payment in an amount less than the full amount interest and fees then due shall be deemed an acceptance on account onlyhereunder, and the failure to pay the entire amount (ii) second, towards payment of principal and unreimbursed LOC Disbursements then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredhereunder.
(c) All computations of interest and fees hereunder on LOC Disbursements for the Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Bank on the basis of a 365/366 day yearyear of 365 or, (ii) for Prime Rate Advances if applicable, 366 days; all other computations of interest shall be made by the Bank on the basis of a Federal Funds Effective Rate on a year of 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, days. All such computations of interest shall be made for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under Each determination by the Loan Documents Bank of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of any payment of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Sources: Letter of Credit Facility Agreement (Sunpower Corp)
Payments and Computations. (a) Borrower The Borrowers shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 P.M. (San Antonio, Texas New York City time) on the day when due due, in same day funds Dollars, to Agent, for the Ratable Administrative Agent to its account of Banks unless otherwise specifically provided herein, at Agent’s office The Chase Manhattan Bank at San Antonio, Texas, ABA# ▇ ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇/▇, ▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇ ▇▇▇▇, ▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇, or to such other person address as determined by the Administrative Agent and as shall be notified to the Borrowers in writing, in immediately available funds without set-off or persons counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clauses (e) and (f) of this Section 2.11, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Sections 2.12(c), 2.12(e), 2.13 or 2.14 shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent may from time after 1:00 P.M. (New York City time) shall be deemed to time specifybe received on the next Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days for Eurodollar Rate Loans and 365 days for Base Rate Loans, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarspresumed to be correct and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made or other obligation hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment or performance shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the any computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. The Borrowers will have the right, as long as no Event of Default is continuing, to direct the application of all repayments of Revolving Loans. Unless otherwise directed by the Borrowers, all repayments of any Revolving Loans shall be applied first to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans with those Eurodollar Rate Loans which have earlier expiring Eurodollar Interest Periods being repaid prior to those which have later expiring Eurodollar Interest Periods. The Administrative Agent will use its best efforts to apply payments as directed by the Borrowers but the Administrative Agent will not be required to correct, or in any way be liable for, any misapplication of such payments directed by the Borrowers absent willful misconduct on the Administrative Agent's part.
(ed) Unless the Administrative Agent shall have received notice from the Borrower Borrowers prior to the date on which any payment is due hereunder that Borrower the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent Borrower the Borrowers shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of repaymentclause (f) of this Section 2.11 (and except as otherwise provided in Section 2.7), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied, first, to pay principal of and interest on any portion of the Loans which the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers; second, to pay all other Obligations then due and payable; and third, as the Borrowers so designate. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the Agents as are entitled thereto, and, if to the Lenders, in proportion to their respective Ratable Portions, except for those amounts payable pursuant to Sections 2.12(c), 2.12(e), 2.13 or 2.14 which shall be payable ratably to the affected Lender(s).
(f) After the occurrence and during the continuance of an Event of Default, the Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations. During the continuance of a Material Event of Default or upon acceleration of the Obligations pursuant to Section 9.2, the Administrative Agent may, and shall upon the written direction of the Requisite Lenders, apply all payments in respect of any Obligations, and apply all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral, in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due the Administrative Agent and the Collateral Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Collateral Agent and the Lenders;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay principal payments then due and payable on the Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Obligations in the manner described in Section 9.3, and thereafter to prepay principal payments on the Loans; and
(vii) seventh, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through seventh, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's, the Collateral Agent's and each Lender's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through seventh of this Section 2.11(f) may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrowers, or any other Person. The order of priority set forth in clauses first through fourth of this Section 2.11(f) may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders.
(g) At the option of the Administrative Agent, principal on the Reimbursement Obligations to the extent not covered by the Cash Collateral Account in accordance with Section 2.7(c), interest, fees, expenses and other sums then due and payable in respect of the Revolving Loans and Protective Advances and not paid by Borrower may be paid from the proceeds of Revolving Loans. The Borrowers hereby authorize the Lenders to make Revolving Loans pursuant to Section 2.2(a), from time to time in such Lender's discretion, which are in the amounts of any and all principal then due and payable with respect to such Reimbursement Obligations, interest, fees, expenses and other sums due and payable on Revolving Loan and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts; provided, however, that in the event of any such Borrowing in respect of Protective Advances, the Administrative Agent shall give the Borrowers notice at least one Business Day prior to such Borrowing. The Borrowers agree that all such Revolving Loans so made shall be deemed to have been requested by them (irrespective of the satisfaction of the conditions in Section 3.2, which conditions the Lenders irrevocably waive) and direct that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Taxes) or Section 2.13 (c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 2:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.8(b) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates; provided that all payments in respect of principal of the Loans shall be applied first to repay any amounts outstanding under the Working Capital Sublimit and, second, to repay all other Loans. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 (b) (Mandatory Prepayments) and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies) shall apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; (ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
Appears in 1 contract
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day funds the currency specified herein (or, if no such currency is specified, in Dollars), except as specified in the following sentence, to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Agent at the Agent’s office at San AntonioOffice for payments in such currency in immediately available funds without setoff or counterclaim; provided that payments under Section 2.08(b)(ii) shall be paid to the Agent and applied as required by the Auction Procedures. Subject to the provisions set forth in Section 2.08(b)(ii)(E), Texasthe Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, ABA# ▇▇▇▇▇▇▇▇▇interest or fees to the applicable Lenders in accordance with their Ratable Portions of the applicable payment; provided, Account Number GL# 160020however, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected LC Facility Issuing Bank, Senior Tranche Issuing Bank, Issuing Bank, Lender or Lenders, (y) amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender and (z) amounts payable to the Issuing Banks, the Senior Tranche Issuing Bank and LC Facility Issuing Bank in accordance with Section 2.10 shall be paid directly to such Issuing Banks, the Senior Tranche Issuing Bank and LC Facility Issuing Bank. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Payments received by the Agent (or other applicable party) after 1:00 p.m. (New York City time) shall be deemed to be received on the attention of such other person as Agent may from time to time specify). No later than next Business Day, in the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyAgent’s sole discretion.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest for LC Facility LC Fees, (ii) for Prime Base Rate Loans, Base Rate Advances and Loans denominated in Sterling which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 or 366 days, and (iii) for LIBOR Rate Advances on a 360 day yearas the case may be), in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Senior Tranche Advance, Loan Documents or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in United States dollarsthe currency in which such Senior Tranche Advance or Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch expense or liability was incurred.
(d) Whenever Except as otherwise provided herein, whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if such extension would cause payment of interest on or principal of any payment relating Eurocurrency Rate Loan or Eurocurrency Rate Advance to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day.
(e) Unless the Agent shall have received notice from any Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that the such Borrower will not make such payment in full, the Agent may assume that the such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Forbearance Agreement and Third Amendment to Credit Agreement (Hawker Beechcraft Notes Co)
Payments and Computations. (a) Each Borrower shall make each payment required to be made by it hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars or Euros (depending on the denomination of the Obligation being paid), to the Administrative Agent at its address referred to in Section 12.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clauses (e) or (f) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.16 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.17 (Taxes) or Section 2.15(c) (Increased Costs) or (d) (Illegality) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest (other than the Overdraft Advance Interest Rate) and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent or the Swing Loan Documents Lender, as applicable, of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments made of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the U.S. Borrower to the Lenders prior to the date on which any payment is due hereunder that the applicable Borrower will not make such payment in full, the Administrative Agent may assume that the applicable Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the applicable Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day after such demand, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. CREDIT AGREEMENT FMC CORPORATION
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (f) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of any Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the applicable Borrower, second, to pay all other Obligations then due and payable and third, as the U.S. Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; payments in respect of and Competitive Bid Loans shall be applied ratably to the Competitive Bid Loans then due; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (e) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, apply all payments in respect of any Obligations and all funds on deposit in any cash collateral account in the following order: First, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Administrative Agent; Second, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Lenders and the Issuers; Third, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; Fourth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations; Fifth, to pay or prepay principal amounts on the Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, Cash Management Obligations, and Obligations owing with respect to Hedging Contracts; and Sixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through sixth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender’s and Issuer’s interest in the aggregate outstanding Obligations described in such clauses; provided, further, that the funds allocated to the Revolving Credit Lenders and Issuers shall be used to pay, first, interest on and then principal of any portion of the Revolving Loans which the CREDIT AGREEMENT FMC CORPORATION Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the applicable Borrower (unless the Administrative Agent shall have received from such Lender, prior to making such Advance, a notice of the type described in Section 2.2(d)), and this proviso and the order of priority set forth in clauses first through second of this Section 2.14(f) may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Revolving Credit Lenders and the Requisite Term Loan Lenders. The order of priority set forth in clauses first through sixth of this Section 2.14(f) may at any time and from time to time be changed by the agreement of the Requisite Revolving Credit Lenders and the Requisite Term Loan Lenders without necessity of notice to or consent of or approval by any Borrower or any other Person.
(g) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans may be paid from the proceeds of Revolving Loans. The U.S. Borrower hereby authorizes the Revolving Credit Lenders to make Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in such Revolving Credit Lender’s discretion, that are in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Loans, and further authorizes the Administrative Agent to give the Revolving Credit Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The U.S. Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 (Conditions Precedent to Each Loan and Letter of Credit), which conditions the Revolving Credit Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (FMC Corp)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents to be made by it not later than 11:00 a.m. A.M. (San Antonio, Texas New York City time) on the day when due in Dollars to the Agent at its New York address referred to in Section 9.2, in same day funds, without deduction, counterclaim or offset of any kind. The Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal, interest or letter of credit fees to the Banks for the account of their respective Lending Offices, and like funds relating to the payment of any other amount payable to any Bank to such Bank for the account of its Lending Office, in each case to be applied in accordance with the terms of this Agreement. The Paying Agent will promptly pay to the Collateral Agent like funds relating to the payment of any amount payable to the Collateral Agent. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.1(a), any other fee paid to the Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (as such or any fronting fee paid to the attention of such other person as Agent may from time an Issuing Bank pursuant to time specifySection 2.1(b). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.[Intentionally Omitted]
(ci) All computations of interest and fees hereunder based on clause (a) or clause (b) of the definition herein of Base Rate shall be made by the Agent on the following basis: basis of a year of 365 or 366 days, as the case may be, and (iii) for Prime Rate Advances, other than those all computations of interest based on the Federal Funds RateRate or clause (c) of the definition herein of Base Rate shall be made by the Agent, and all computations of letter of credit fees shall be made by the Issuing Banks that issued the relevant Letter of Credit, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or letter of credit fees or interest is are payable. All payments under Each determination by the Loan Documents Agent of an interest rate or fee hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feesletter of credit fee, if applicable. Notwithstanding as the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Daycase may be.
(e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due by the Borrower to any Bank hereunder that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the extent the Borrower shall not have so made such payment in fullfull to the Agent, each Bank shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent, at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Payments and Computations. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Borrower shall make each payment hereunder and under the other Loan Documents not later than 11:00 a.m. (San Antonio, Texas time) 12:00 noon on the day when due in same day funds Dollars to Agent, for the Ratable account of Banks unless otherwise specifically Administrative Agent in immediately available funds. Administrative Agent will promptly distribute to each Lender its Applicable Percentage (or other applicable share as provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention ) of such other person payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by Administrative Agent may from time after 12:00 noon shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyaccrue.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to would be due on a day other than a Business Day, such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or any fees, if applicable. Notwithstanding as the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Daycase may be.
(ec) Unless Agent shall have All payments (including prepayments and any other amounts received notice from hereunder but excluding payments and amounts received in connection with the Borrower prior to exercise of the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date Agents’ and may, in reliance upon such assumption, make distributions to Banks. If and Lenders’ rights after an Event of Default to the extent set forth in Section 6.01) made by US-DOCS\101836689.12 Borrower to Administrative Agent under any Facility Document shall not have made such be applied to amounts then due and payable in the following order: (i) to any expenses and indemnities payable by Borrower to any Agent under any Facility Document; (ii) ratably to any expenses and indemnities payable by Borrower to any Lender under any Facility Document; (iii) to any accrued and unpaid interest and fees due under this Agreement; (iv) to principal payments on the outstanding Loans; and (v) to the extent of any excess, to the payment in full, each Bank shall repay to Agent forthwith on demand of all other Obligations under the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentFacility Documents.
Appears in 1 contract
Sources: Loan Agreement (Golar LNG LTD)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearin the case of interest accruing at the Base Rate, and (iii) for LIBOR Rate Advances on a 360 day year365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day.. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 360 days (or 365/366 day yeardays in the case of Base Rate Loans), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(b) (Mandatory Prepayments) and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities and Facility Cash Management Obligations then due to the Administrative Agent, the Lenders and the Issuers;
(iii) third, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(iv) fourth, to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit);
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Loans and Reimbursement Obligations, ratably to the aggregate principal amount of such reserved Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts,
(vii) seventh, to pay up to $1,000,000 in Cash Management Obligations and up to $10,000,000 in amounts owing with respect to Hedging Contracts to the extent that the Administrative Agent has been notified to establish Availability Reserves and has done so with respect to such Obligations, ratably to the aggregate principal amount of such reserved Obligations;
(viii) eighth, to the ratable payment of all other Secured Obligations (including Cash Management Obligations and Hedging Contracts to the extent not applied in respect of such Obligations in clause (vii) above); and
(ix) ninth, to the Borrower to the extent of any remaining proceeds; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Secured Obligation described in any of clauses (i), (ii), (iii), (iv), (v), (vi), (vii) and (viii) above the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Secured Obligation ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Secured Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata and then to the Revolving Credit Lenders. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi), (vii) and (viii) above may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i), (ii) and (iii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
(h) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Swing
Appears in 1 contract
Sources: Credit Agreement (WCI Steel, Inc.)
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas time) 2:00 p.m. on the day when due due, (i) in same day funds the case of Loans, in the currency in which such Loan is denominated, (ii) in the case of Reimbursement Obligations, in the currency of the applicable Letter of Credit, (iii) in the case of any accrued interest payable on a Loan or Reimbursement Obligation, in the currency of such Loan or Reimbursement Obligation, as applicable, and (iv) in the case of all other payments under each Loan Document, in Dollars except as otherwise expressly provided herein or therein, in each case to the Administrative Agent, for the Ratable account of Banks unless otherwise specifically the respective Lenders to which such payment is owed, at the applicable Administrative Agent’s Office for payment and in Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly distribute to each Lender its Pro Rata Share (or other applicable share as provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention ) of such other person payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent may from time to time specify). No later than after 2:00 p.m. shall, in each case be deemed received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.next 5339129.14 56
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank All computations of any payment in an amount less than the full amount then due interest for Base Rate Loans shall be deemed an acceptance made on account onlythe basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the failure to pay basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the entire amount then due may become basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an Event of Default. Borrower agrees that all payments of any obligation due interest rate or fee hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and maythe Administrative Agent may (but shall not be so required to), in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in fullSame Day Funds in the applicable currency, then each Bank Lender shall repay to the Administrative Agent forthwith on demand the portion of such assumed payment that was made available to such Lender in Same Day Funds in the applicable amount distributedcurrency, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds in the applicable currency at the Federal Funds Rateapplicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.2(b) below (or required to be applied in accordance with Section 2.9), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Loans received by the Administrative Agent shall be 5339129.14 57
(f) At the option of the Administrative Agent, principal on Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the date proceeds of distribution until Revolving Loans unless the date Borrower makes such payments on the next succeeding Business Day after the Borrower receives written notice from the Administrative Agent requesting such payments. The Borrower hereby authorizes the Lenders to make such Loans pursuant to Section 2.2(a) from time to time in the amounts of repaymentany and all principal payable with respect to Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2, which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (eHealth, Inc.)
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas time) 2:00 p.m. on the day when due due, (i) in same day funds the case of Loans, (ii) in the case of any accrued interest payable on a Loan, and (iii) in the case of all other payments under each Loan Document, in Dollars except as otherwise expressly provided herein or therein, in each case to the Administrative Agent, for the Ratable account of Banks unless otherwise specifically the respective Lenders to which such payment is owed, at the applicable Administrative Agent’s Office for payment and in Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly distribute to each Lender its Pro Rata Share (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 2:00 p.m. may, at the Administrative Agent’s office at San Antoniodiscretion, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (in each case be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyaccrue.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank All computations of any payment in an amount less than the full amount then due interest for Base Rate Loans shall be deemed an acceptance made on account onlythe basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the failure to pay basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the entire amount then due may become basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an Event of Default. Borrower agrees that all payments of any obligation due interest rate or fee hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any SOFR Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as SOFR Loans, with those SOFR Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and maythe Administrative Agent may (but shall not be so required to), in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in fullSame Day Funds, then each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable amount distributedportion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the Federal Funds Rateapplicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.2(b) below, all payments and any other amounts received by the Administrative Agent from or for the date benefit of distribution until the date Borrower shall be applied as follows: first, to pay principal of, and interest on, the Loans for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of repaymentLoans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
Appears in 1 contract
Sources: Credit Agreement (eHealth, Inc.)
Payments and Computations. (a) Except as provided in this Section 2.14 (Payments and Computations), each Borrower shall make each payment required to be made by it hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 12:00 p.m. (San Antonio, Texas timeLocal Time) on the day when due due, in same day the currency specified herein (or, if no currency is specified, in Dollars), to the Administrative Agent at its address referred to in Section 11.9 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in Section 2.10(c) (Mandatory Prepayments) and in clauses (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.16 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.17 (Taxes) or Section 2.15(c) (Increased Costs) or (d) (Illegality) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 12:00 p.m. (Local Time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day year, year of (i) 365 days for Base Rate Loans and (ii) 360 days for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearEurocurrency Loans, and (iii) for LIBOR Rate Advances on a 360 day yearin each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except for Eurocurrency Loans which have been converted to Base Rate Loans denominated in Dollars hereunder, each payment by the Borrowers in respect of any Loan Documents or Reimbursement Obligation (including interest or fees in respect thereof other than the Unused Commitment Fee) shall be made in United States dollars, and without setoff, counterclaim, the currency in which such Loan was made or other defensesuch Letter of Credit was issued.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments made in Dollars of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from a Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, Credit Agreement HLI Operating Company, Inc. H▇▇▇▇ Lemmerz Finance LLC — Luxembourg S.C.A. for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) All payments in respect of repayment.Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of the Dollar Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender on a pro rata basis in accordance with the amount of the such Revolving Loans held by it in respect of the aggregate outstanding Revolving Credit Loans denominated in Dollars; payments in respect of Euro Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender on a pro rata basis in accordance with the amount of the Euro Revolving Loans held by it in respect of the aggregate outstanding Euro Revolving Loans; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each applicable Term Loan Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions. Except for payments and other amounts applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.10(c) (Mandatory Prepayments)), all payments and any other amounts made to or received by any Agent, Lender or Issuer from, or for the benefit of, each Borrower shall be applied as follows, solely for the account of such Borrower:
Appears in 1 contract
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas time) 2:00 p.m. on the day when due due, in same day funds Dollars, in each case to the Administrative Agent, for the Ratable account of Banks unless otherwise specifically the respective Lenders (or other party entitled to payment hereunder) to which such payment is owed, at the applicable Administrative Agent’s Office for payment and in Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly distribute to each Lender its Pro Rata Share (or other applicable share as provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention ) of such other person payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent may from time after 2:00 p.m. shall, unless determined otherwise by the Administrative Agent in its sole reasonable discretion, in each case be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyaccrue.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank All computations of any payment in an amount less than the full amount then due interest for Base Rate Loans shall be deemed an acceptance made on account onlythe basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the failure to pay basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the entire amount then due may become basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an Event of Default. Borrower agrees that all payments of any obligation due interest rate or fee hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and maythe Administrative Agent may (but shall not be so required to), in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in fullSame Day Funds in Dollars, then each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable amount distributedportion of such assumed payment that was made available to such Lender in Same Day Funds in Dollars, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds in Dollars at the Federal Funds Rateapplicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.3 below (or required to be applied in accordance with Section 2.4), all payments and any other amounts received by the Administrative Agent from or for the date benefit of distribution until the date Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of repaymentthe Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
Appears in 1 contract
Payments and Computations. (aA) The Borrower (through the Paying Agent pursuant to Section 2.7(B) or 2.7(C) and as otherwise permitted in this Agreement) shall make each payment and prepayment hereunder and under the Advances in respect of principal, interest, expenses, indemnities, fees or other Loan Documents Obligations due from the Borrower not later than 11:00 a.m. 4:00 P.M. (San Antonio, Texas New York City time) on the day when due in same day funds U.S. Dollars to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, related Funding Agent at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (its address referred to in Section 10.3 or to such account provided by such Funding Agent in immediately available, same-day funds. Payments on Obligations may also be made by the attention application of such other person funds in the Collection Account or the Takeout Transaction Account as Agent may from time to time specifyprovided in Section 2.7(B) or 2.7(C). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇as applicable, or such other person or persons the making of additional Advances as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bankprovided in Section 2.4. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder for Advances made under the Base Rate shall be made on by the following basis: applicable Funding Agent (iwhich shall provide the Borrower with the related invoice setting forth such amounts) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day yearyear of 365 or 366 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearas the case may be, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days elapsed (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents other computations of fees and interest provided hereunder shall be made on the basis of a 360-day year and actual days elapsed (including the first day but excluding the last day) occurring in United States dollarsthe period for which such interest is payable. Each determination by a Funding Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error. [***] = Certain information has been excluded from this exhibit because it is both not material and would likely cause competitive harm to the company if publicly disclosed.
(B) All payments to be made in respect of fees, if any, due to the Agent from the Borrower hereunder shall be made on the date when due without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the Borrower, and without setoff, counterclaim, counterclaim or other defense.
deduction of any nature (d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Daywith respect to Taxes pursuant to Section 2.15), and such extension of time an action therefor shall be included in the computation of interest or feesimmediately accrue. The Borrower agrees that, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent there are insufficient funds in the Agent’s Account, to make any payment under this clause (B) when due, the Borrower shall not have made such payment in full, each Bank shall repay immediately pay to the Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentall amounts due that remain unpaid.
Appears in 1 contract
Sources: Credit Agreement (Sunnova Energy International Inc.)
Payments and Computations. So long as the Maturity Date has not yet occurred, payments made hereunder shall be applied, (i) first, to fees and reimbursable expenses of Agent and Lenders then due and payable pursuant to any of the Loan Documents; and (ii) then payments matching specific scheduled payments then due shall be applied to those scheduled payments. All principal and interest payments, including any prepayments, shall be apportioned ratably among the Lenders (according to the unpaid principal balance of the Obligations to which such payments relate held by each Lender) and all payments of fees and expenses required hereunder shall be apportioned ratably among the Lenders. At any time after the Maturity Date, all payments remitted to Agent by the Borrower and all proceeds of Collateral (including casualty and condemnation proceeds) or any enforcement action (including any payments on any Guaranty) received by Agent shall be applied as follows:
(a) Borrower shall make each payment hereunder first, to Agent and under Lenders for fees, reimbursable expenses or indemnity claims then due and payable pursuant to any of the other Loan Documents not later than 11:00 a.m. (San Antonio, Texas time) on the day when due in same day funds to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.Documents;
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereundersecond, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account onlyLenders, and the failure ratably, to pay the entire amount then interest due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated payable in respect of the obligation as to which payment is so recovered.Term Loan until paid in full;
(c) All computations third, to Lenders, ratably, to pay principal of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring Term Loan until paid in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.full;
(d) Whenever any payment fourth, to be made hereunder or under Agent and Lenders pay any other Loan Documents shall be stated to be Obligations then due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included payable until paid in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.full; and
(e) Unless Agent shall have received notice from lastly, to the Borrower prior to the date on which any payment is due hereunder that Borrower will not make or such other Person entitled thereto under applicable law. As used herein, “paid in full” means payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentcash or immediately available funds.
Appears in 1 contract
Sources: Loan and Security Agreement (Connexa Sports Technologies Inc.)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defense.Dollars. Exhibit 10.2 BWP 10-Q 06/30/2009 Exhibit 10.2 -----
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent; Exhibit 10.2 BWP 10-Q 06/30/2009 Exhibit 10.2 -----
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(vii) seventh, to pay or prepay principal amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(viii) eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) Borrower All payments to be made by or on behalf of an Obligor under this Agreement shall make each payment hereunder and under be made to the other Loan Documents Lender, not later than 11:00 a.m. (San Antonio3:00 p.m. Connecticut time, Texas time) on the day date when due due, in same day United States Dollars, in immediately available funds, without counterclaim or setoff and free and clear of, and without any deduction or withholding for, any taxes or other payments, by federal funds wire to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# Lender at: ABA No. ▇▇▇▇▇▇▇▇▇, ▇ For Credit to Account Number GL# 160020, AttentionNo. 151035110055 Fleet Bank Connecticut Commercial Loan Services Bank/Obligor #: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, 20/0000274563 Reference: Propel Financial ServicesArch Capital Group Ltd. or to such other address or account, LLC (or to the attention of such other person Person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower Lender shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifythe applicable Obligor.
(b) Borrower hereby authorizes each Bank, if and All payments made by or on behalf of an Obligor hereunder shall be applied first to the extent payment is not made when of all fees, expenses and other amounts due hereunderto the Lender (excluding principal and interest) by such Obligor, then to charge accrued interest with respect to the amount so due against Borrower’s accounts with Reimbursement Obligations of such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account onlyObligor, and the failure balance on account of outstanding principal with respect to pay the entire amount then due may become Reimbursement Obligations of such Obligor; provided, however, that upon the occurrence and during the continuation of an Event of Default. Borrower agrees that all , payments will be applied to the obligations of such Obligor to the Lender as the Lender determines in its sole discretion (but not to the obligations of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredother Obligor).
(c) All payments which shall be due hereunder on a day that is not a Business Day shall be extended to the next succeeding Business Day, and interest shall accrue during such extension.
(d) Computations of interest hereunder and computations of interest and fees hereunder stated to be on an annual basis shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a year of 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, days for the actual number of days elapsed (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense).
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Sources: Letter of Credit and Reimbursement Agreement (Arch Capital Group LTD)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Revolving Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Revolving Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(vii) seventh, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (vii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (vii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrower or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Revolving Loans. The Borrower hereby authorizes the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) a. Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective applicable lending offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(e) or (f) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as Agent may from time affected Lender or Lenders and amounts payable with respect to time specify). No later than the end of each day when each payment hereunder is made, Borrower Swingline Loans shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and be paid only to the extent payment is not made when due hereunder, to charge Swingline Lender. Payments received by the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due Administrative Agent after 11:00 a.m. (New York time) shall be deemed an acceptance to be received on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoverednext Business Day.
(c) b. All computations of interest and fees hereunder in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
c. Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) d. Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the EXHIBIT 10.1 ANNEX A case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) e. Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
f. Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
g. Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of such Borrower in the following order:
i. first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
ii. second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
iii. third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers; EXHIBIT 10.1 ANNEX A iv. fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents Note not later than 11:00 a.m. A.M. (San Antonio, Texas New York City time) on the day when due in Dollars to the Lender at the Lender’s Account in same day funds to Agentfunds. Partial payments of overdue amounts in respect of fees, for the Ratable account of Banks expenses, interest and/or principal shall (unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (for elsewhere herein or in any other Loan Document) be applied to the attention payment of such other person overdue fees, expenses, interest and/or principal, as Agent the case may from time to time specify). No later than be, in such order as the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent Lender may from time to time specifydetermine.
(b) The Borrower hereby authorizes each Bankthe Lender, if and to the extent payment of principal, interest or fees owed to the Lender is not made when due hereunderhereunder or under the Note held by the Lender, to charge from time to time against any or all of the accounts of the Borrower with the Lender any amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovereddue.
(c) All computations of interest and fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds RateLender, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a year of 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, days for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under Each determination by the Loan Documents Lender of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Note shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feescommitment fee, as the case may be; provided, however, if applicable. Notwithstanding such extension would cause payment of interest on or principal of the foregoing, if any payment relating Advances to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents to be made by it not later than 11:00 a.m. A.M. (San Antonio, Texas New York City time) on the day when due in U.S. dollars to the Agent at its New York address referred to in Section 8.2 in same day funds, without deduction, counterclaim or offset of any kind. The Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal, interest or commitment fees ratably (other than amounts payable pursuant to Sections 2.2(c), 2.7, 2.11, 2.14, 2.16 or 8.4(b)) to the Banks for the account of their respective Applicable Lending Offices, and like funds relating to the payment of any other amount payable to any Bank to such Bank for the account of its Applicable Lending Office, in each case to be applied in accordance with the terms of this Agreement. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.3(b), any auction fee paid to the Agent pursuant to Section 2.16(a)(i) or any other fee paid to the Agent, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifysuch.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.[Intentionally Blank]
(ci) All computations of interest based on clause (a) of the definition herein of Base Rate and of commitment fees hereunder shall be made by the Agent on the following basis: basis of a year of 365 or 366 days, as the case may be, and (iii) for Prime Rate Advances, other than those all computations of interest based on the Eurodollar Rate, the Federal Funds RateRate or clause (b) of the definition herein of Base Rate shall be made by the Agent, and all computations of interest pursuant to Section 2.7 shall be made by a Bank, on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or commitment fees or interest is are payable. All payments under Each determination by the Loan Documents Agent (or, in the case of Section 2.7, by a Bank) of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or feescommitment fee, as the case may be; provided, however, if applicable. Notwithstanding such extension would cause payment of interest on or principal of Eurodollar Rate Advances to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next following calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due by the Borrower to any Bank hereunder that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the extent the Borrower shall not have so made such payment in fullfull to the Agent, each Bank shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Bank together with interest thereon thereon, for each day from the date such amount is distributed to such Bank until the date such Bank repays such amount to the Agent, at the Federal Funds Rate, from the date of distribution until the date of repayment.. 364-Day Credit Agreement 23
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearin the case of interest accruing at the Base Rate, and (iii) for LIBOR Rate Advances on a 360 day year365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the AMENDED AND RESTATED CREDIT AGREEMENT T▇▇▇▇ HEALTHCARE CORPORATION Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(b) (
Appears in 1 contract
Payments and Computations. (a) Borrower The applicable Applicant shall make each payment hereunder and under the other Loan Documents irrespective of any right of counterclaim or set-off not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day funds dollars, to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Bank at Agent’s its office at San AntonioHSBC BANK USA, TexasN.A., ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇2 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services14th Floor, LLC Brooklyn, New York 11217 (or to the attention of such other person office as Agent may the Bank shall direct from time to time) and at such account as the Bank shall direct from time to time specify). No later than in immediately available funds, with payments being received by the end of each day when each payment Bank after such time being deemed to have been received on the next succeeding Business Day; provided that if any amount due hereunder is madebased upon the Bank’s payment in an Alternate Currency, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or the applicable Applicant will pay the Dollar Equivalent of such other person or persons as Agent may from time to time specifyamount.
(b) Borrower hereby authorizes each Bank, if If at any time insufficient funds are received by and available to the extent payment is not made when Bank to pay fully all amounts of principal, unreimbursed LOC Disbursements, interest and fees then due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank funds shall be applied (i) first, towards payment of any payment in an amount less than the full amount interest and fees then due shall be deemed an acceptance on account onlyhereunder, and the failure to pay the entire amount (ii) second, towards payment of principal and unreimbursed LOC Disbursements then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredhereunder.
(c) All computations of interest and fees hereunder on LOC Disbursements for the Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Bank on the basis of a 365/366 day yearyear of 365 or, (ii) for Prime Rate Advances if applicable, 366 days; all other computations of interest shall be made by the Bank on the basis of a Federal Funds Effective Rate on a year of 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, days. All such computations of interest shall be made for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of any payment of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.
(e) Unless Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.
Appears in 1 contract
Sources: Letter of Credit Facility Agreement (Sunpower Corp)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.14 (Taxes) or Section 2.12(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances in the case of Term Loans bearing interest based on a Federal Funds Effective Rate on a 360 day yearCitibank’s base rate, and (iii) for LIBOR Rate Advances on a 360 day year365 days), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Term Loan Documents (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Term Loan was made or such cost, and without setoff, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Term Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied as follows: first, to repay such Term Loans outstanding as Base Rate Loans and then, to repay such Term Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.7(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Term Loans and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.7(c) (Mandatory Prepayments) and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies) shall, subject to the provisions of the Intercreditor Agreement, apply all payments in respect of any Obligations and all other proceeds of Collateral in the following order: (i) first, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 12:00 noon (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 12:00 noon (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed CREDIT AGREEMENT CONSTAR INTERNATIONAL INC. by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9 (
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars to the Administrative Agent or the Swing Loan Lender, as applicable, at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC. Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 1:00 p.m. (New York time) shall be deemed to be received on the next Business Day (in the Administrative Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specifysole discretion). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or interest is payable. All payments under the Loan Documents fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of (i) any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods, and (ii) any Term Loans shall be applied pro rata to repay such Loans outstanding as Base Rate Loans and Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC. received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9
Appears in 1 contract
Sources: Credit Agreement (Knology Inc)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective applicable lending offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(e) or (f) (Special Provisions Governing SOFR Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate (other than pursuant to clause (c) of the definition thereof) shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any SOFR Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as SOFR Loans, with those SOFR Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such ▇▇▇▇▇▇▇▇ has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateOvernight Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such ▇▇▇▇▇▇▇▇ then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such ▇▇▇▇▇▇’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such ▇▇▇▇▇▇ or such ▇▇▇▇▇▇▇▇;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(vii) seventh, to pay or prepay principal amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(viii) eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Administrative Agent and each Lender and Issuer directly affected thereby without necessity of notice to or consent of or approval by the Borrowers or by any other Person.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swingline Loans and Revolving Loans and to distribute the proceeds of such Swingline Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swingline Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective applicable lending offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(vii) seventh, to pay or prepay principal amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(viii) eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents Notes, if any, not later than 11:00 a.m. 1:00 P.M. (San Antonio, Texas New York City time) on the day when due due, in same day Dollars, to the Agent at its address referred to in Section 10.2 in immediately available funds without set-off or counterclaim. The Agent will promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal or interest or fees (other than amounts payable pursuant to Sections 2.10, 2.11, 2.12, 2.14, 2.16 and 2.17) to the Lenders, in accordance with the respective amounts owed to each, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or and like funds relating to the attention payment of any other amount payable to any Lender to such other person as Lender for the account of its Applicable Lending Office, in each case to be applied in accordance with the terms of this Agreement. Payment received by the Agent may from time after 1:00 P.M. (New York City time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) The Borrower hereby authorizes each BankLender, if and to the extent payment owed to such Lender is not made when due hereunderhereunder or under any Loan held by such Lender, to charge from time to time against any or all of the accounts of the Borrower with such Lender any amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovereddue.
(c) All computations of interest based on the Base Rate, the Eurodollar Rate or the Federal Funds Rate and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(d) Whenever any payment to be made hereunder or under any other Loan Documents the Notes, if any, shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; PROVIDED, HOWEVER, if such extension would cause payment of interest on or principal of any payment relating Eurodollar Rate Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the next preceding Business Day.
(e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder to the Lenders that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banks. If and be distributed to the extent Borrower shall not have made each Lender on such payment in full, each Bank shall repay to Agent forthwith on demand the applicable due date an amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repayment.equal to
Appears in 1 contract
Payments and Computations. (a) Borrower The Company shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the LC Participants, in accordance with the application of payments set forth in clause (f) below for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC that amounts payable pursuant to Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the attention of such other person as affected LC Participant or LC Participants. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days (or, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day yearin the case of interest accruing with respect to LC Disbursements, and (iii) for LIBOR Rate Advances on a 360 day year365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Company of any LC Disbursement (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsDollars; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the reimbursement of LC Disbursements in respect of such Letter of Credit prior to purchase thereof by the LC Participants and without setoff(ii) other than for payments in respect of an LC Disbursement, counterclaim, LC Facility Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or other defensedirectly related to such LC Facility Document.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Daycase may be.
(e) Unless the Administrative Agent shall have received notice from the Borrower Company to the LC Participants prior to the date on which any payment is due hereunder that Borrower the Company will not make such payment in full, the Administrative Agent may assume that the Company has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each LC Participant on such due date an amount equal to the amount then due such LC Participant. If and to the extent Borrower that the Company shall not have made such payment in fullfull to the Administrative Agent, each Bank LC Participant shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such LC Participant together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to LC Disbursements) for each day from the date of distribution such amount is distributed to such LC Participant until the date such LC Participant repays such amount to the Administrative Agent.
(f) All payments and any other amounts received by the Administrative Agent from or for the benefit of repaymentthe Company shall be applied as follows: first, to pay all Obligations owing to the Administrative Agent for which the Administrative Agent has not then been reimbursed by any LC Participant or the Company, second, to pay all other Obligations then due and payable and third, as the Company so designates.
Appears in 1 contract
Sources: Letter of Credit Facility Agreement (Tenet Healthcare Corp)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 11.8 (Notices Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in Section 2.8(c) (Mandatory Prepayments) and in clauses (e) or (f) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Taxes) or Section 2.13(c) (Increased Costs) or (d) (Illegality) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder on Base Rate Loans calculated based on clause (i) of the definition of Alternate Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 365 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under the Loan Documents other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in United States dollarseach case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (f) below (or required to be applied in accordance with Section 2.8 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender's Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 (Mandatory Prepayments) and clause (e) above, the Administrative Agent may, and, upon either (A) the written direction of the Agents or the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, deliver a Blockage Notice to each Deposit Account Bank and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral in the following order: First, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; Second, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Administrative Agent; Third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers; Fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; Fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations; Sixth, to pay or prepay principal amounts on the Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, and Obligations owing with respect to Hedging Contracts; Seventh, to the ratable payment of all other Obligations; and Eighth, any excess to the Borrower; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses first, second, third, fourth, fifth, sixth and seventh above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first, second, third, fourth, fifth, sixth and seventh above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first, second, and fourth above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
(g) At the option of the Administrative Agent, principal on the Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Revolving Loans. The Borrower hereby authorizes the Revolving Credit Lenders to make Revolving Loans
Appears in 1 contract
Sources: Credit Agreement (Massey Energy Co)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 3:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clauses (e) or (f) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇Section 2.16 (Taxes) or Section 2.14(c) (Increased Costs) or (d) (Illegality) shall be paid only to any affected Lender (or, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or if to the attention Fronting Lender, only to the extent of such other person as the interest of the affected Tranche B Investor) and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 3:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of repaymentclause (f) below (and except as otherwise provided in Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable, and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, during such time, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, deliver a Blockage Notice to each Deposit Account Bank and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the following order: First, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; Second, to pay interest on and then principal of any Swing Loan; Third, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Administrative Agent; Fourth, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Lenders and the Issuers; Fifth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; Sixth, to pay interest then due and payable in respect of the Revolving Loans (ratably to the aggregate principal amount of such Revolving Loans) and Reimbursement Obligations; Seventh, to pay or prepay principal amounts on the Revolving Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Revolving Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and Eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses first through eighth above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through eighth above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first through fifth above may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the proceeds of Swing
Appears in 1 contract
Sources: Credit Agreement (Washington Group International Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Term SOFR Loans, Account Number GL# 160020, Attention: ▇▇Daily Simple SOFR Loans and EURIBOR Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 a.m. (New York time) shall be deemed to be received on the next Business Day. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specify.HEALTHCARE CORPORATION
(b) Borrower hereby authorizes each Bank, if and All computations of interest for Base Rate Loans determined by reference to the extent payment is not rate of interest specified in clause (a) of the definition “Base Rate” shall be made when due hereunderon the basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year) or, in the case of interest in respect of Loans denominated in Euros as to charge which market practice differs from the amount so due against Borrower’s accounts foregoing, in accordance with such Bankmarket practice. Acceptance Each determination by Bank the Administrative Agent of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event a rate of Default. Borrower agrees that all payments of any obligation due interest hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations Each payment by the Borrower of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advancesany Loan, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days Reimbursement Obligation (including the first day but excluding the last dayinterest or fees in respect thereof) occurring in the period for which such fees and each reimbursement of various costs, expenses or interest is payable. All payments under the Loan Documents other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Term SOFR Loan or EURIBOR Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans, second, to repay such Loans outstanding as Daily Simple SOFR Loans and then, to repay such Loans outstanding as Term SOFR Loans and EURIBOR Rate Loans, ratably, with those Term SOFR Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9
Appears in 1 contract
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas time) 2:00 p.m. on the day when due due, (i) in same day funds the case of Loans, (ii) in the case of any accrued interest payable on a Loan, and (iii) in the case of all other payments under each Loan Document, in Dollars except as otherwise expressly provided herein or therein, in each case to the Administrative Agent, for the Ratable account of Banks unless otherwise specifically the respective Lenders to which such payment is owed, at the applicable Administrative Agent’s Office for payment and in Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly distribute to each Lender its Pro Rata Share (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 2:00 p.m. may, at the Administrative Agent’s office at San Antoniodiscretion, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (in each case be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifyaccrue.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank All computations of any payment in an amount less than the full amount then due interest for Base Rate Loans shall be deemed an acceptance made on account onlythe basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the failure to pay basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the entire amount then due may become basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an Event of Default. Borrower agrees that all payments of any obligation due interest rate or fee hereunder shall be finalconclusive and binding for all purposes, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredabsent manifest error.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such 38 Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and maythe Administrative Agent may (but shall not be so required to), in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in fullSame Day Funds, then each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable amount distributedportion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the Federal Funds Rateapplicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.2(b) below, all payments and any other amounts received by the Administrative Agent from or for the date benefit of distribution until the date Borrower shall be applied as follows: first, to pay principal of, and interest on, the Loans for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of repaymentLoans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
Appears in 1 contract
Sources: Credit Agreement (eHealth, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York City time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal or interest or fees (to the extent payable to the Lenders) to the Lenders, in accordance with the application of payments set forth in clauses (g) and (h) of this Section 2.13, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Domestic Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14(c), ABA# ▇▇▇▇▇▇▇▇▇Section 2.14(e), Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (Section 2.15 or Section 2.16 shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York City time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext succeeding Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 365/366 day yeardays (360 days in the case of fees), (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(c) [Intentionally Omitted].
(d) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit Issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(e) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any BA Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied first to repay such Loans outstanding as Prime Rate Loans and then to repay such Loans outstanding as BA Rate Loans with those BA Rate Loans which have earlier expiring Interest Periods being repaid prior to those which have later expiring Interest Periods.
(ef) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each relevant Lender on such due date an amount equal to the amount then due such Lender. If and to the extent the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank relevant Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Prime Rate, for the first Business Day, and, thereafter, at the rate applicable to Prime Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(g) Subject to the provisions of repaymentclause (h) of this Section 2.13 (and except as otherwise provided in Section 2.9 or elsewhere in this Agreement), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower or any other Loan Party shall be applied first, to pay principal of and interest on any portion of the Loans which the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; second, to pay all other Obligations then due and payable; and then, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and, unless provided otherwise herein, all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the Issuers as are entitled thereto, and, if to the Lenders, in proportion to their respective Ratable Portions.
(h) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default, and agrees that upon the termination of the Commitments or the acceleration of any of the Obligations pursuant to Section 9.2, the Facility Agents shall apply all payments made to or received by any Facility Agent, any Lender or any Issuer constituting proceeds of Collateral (including all funds on deposit in the Special Cash Collateral Account or any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice)) and all other payments made to or received by any Facility Agent, any Lender or any Issuer with respect to any Secured Obligations in the following order: first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; second, to pay interest on and then principal of any Swing Loan; third, to pay Secured Obligations in respect of any expense reimbursements (including indemnities) or Cash Management Obligations then due to the Facility Agents; fourth, to pay Secured Obligations in respect of any expense reimbursements (including indemnities) then due to the Lenders and the Issuers; fifth, to pay Secured Obligations in respect of any fees then due to the Facility Agents, the Lenders and the Issuers; sixth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations; seventh, to pay or prepay principal payments on the Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3; eighth, to pay or prepay principal amounts on Secured Obligations in respect of Hedging Contracts and Cash Management Obligations, ratably (based on the proportional amounts thereof) to the aggregate principal amount of such Hedging Contracts and Cash Management Obligations; ninth, to the ratable (based on the proportional amounts thereof) payment of all other Secured Obligations; and tenth, as directed by the Borrower; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through ninth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the applicable Agent’s and each applicable Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clause; and provided, however, that payments that would otherwise be allocated to the Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata and then to the Lenders. The order of priority set forth in clauses first through ninth of this Section 2.13(h) may at any time and from time to time be changed by the agreement of the Requisite Lenders and each adversely affected Lender without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or an Issuer, or any other Person. The order of priority set forth in clauses first through fifth of this Section 2.13(h) may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders.
(i) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Swing Loans or Revolving Loans. The Borrower hereby authorizes the Swing Loan Lender to make such Swing Loans pursuant to Section 2.3(a) and the Lenders to make Revolving Loans pursuant to Section 2.2(a) from time to time in the amounts of any and all principal payable with respect to the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Revolving Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. The Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment required to be made by it hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 2:00 p.m. (San Antonio, Texas London time) on the day when due due, in same day Dollars or Euros (depending on the denomination of the Obligation being paid), to the Administrative Agent at its address referred to in Section 12.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clauses (e) or (e) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Eurocurrency Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.14 (Taxes) or Section 2.12(c) (Increased Costs) or (d) (Illegality) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 2:00 p.m. (London time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent, as applicable, of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defense.absent manifest error. CREDIT AGREEMENT FMC FINANCE B.V.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments made of any Revolving Loans shall be applied to repay those Eurocurrency Rate Loans having earlier expiring Interest Periods prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the applicable Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, rate specified in Section 2.8(a) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (f) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (e) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, apply all payments in respect of any Obligations and all funds on deposit in any cash collateral account in the following order: First, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent; Second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders; Third, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders; Fourth, to pay interest then due and payable in respect of the Revolving Loans; CREDIT AGREEMENT FMC FINANCE B.V. Fifth, to pay or prepay principal amounts on the Revolving Loans ratably to the aggregate principal amount of such Loans; and Sixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through sixth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender’s interest in the aggregate outstanding Obligations described in such clauses; provided, further, that the funds allocated to the Lenders shall be used to pay, first, interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower (unless the Administrative Agent shall have received from such Lender, prior to making such Advance, a notice of the type described in Section 2.2(d)), and this proviso and the order of priority set forth in clauses first through second of this Section 2.11(f) may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders. The order of priority set forth in clauses first through sixth of this Section 2.11(f) may at any time and from time to time be changed by the agreement of the Requisite Lenders (and the Administrative Agent, if required pursuant to the preceding sentence) without necessity of notice to or consent of or approval by the Borrower or any other Person.
(g) At the option of the Administrative Agent, interest, fees, expenses and other sums due and payable in respect of the Loans may be paid from the proceeds of Revolving Loans. The Borrower hereby authorizes the Lenders to make Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in such Lender’s discretion, that are in the amounts of any and all interest, fees, expenses and other sums payable in respect of the Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 (Conditions Precedent to Each Loan), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (FMC Corp)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.9 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed Credit Agreement FA Sub 3 Limited immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Taxes) or Section 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable except that, with respect to Base Rate Loans, the rate of interest thereon shall be calculated on the basis of a 365- (or 366-, as the case may be) day year for the actual days elapsed. Each determination by the Administrative Agent of a rate of interest is payable. All payments under hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan Documents (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made or such cost, and without setoff, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business DayDay (or any business day in the United Kingdom or the Cayman Islands), the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause the foregoing, if payment of interest on or principal of any payment relating Eurodollar Rate Loan to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs be made in that the next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. Credit Agreement FA Sub 3 Limited
(f) Subject to the proviso in the second sentence of repaymentclause (a) above, except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.8(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or on behalf of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8(c) (
Appears in 1 contract
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San AntonioNew York City time), Texas time) in each case on the day when due, in the currency in which such Loans were made (or in Dollars), except as specified in the following sentence, to the Agent at the Agent’s Office for payments in such currency in immediately available funds without setoff or counterclaim. The Agent shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal, interest or fees to the Applicable Lending Offices of the applicable Lenders for such payments ratably in accordance with the amount of such principal, interest or fees due and owing to such Lenders on such date; provided, however, that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected Issuing Bank, Lender or Lenders and (y) amounts payable to the Issuing Banks in same day funds accordance with Section 2.10 or Swingline Lender shall be paid directly to such Issuing Banks or Swingline Lender, as applicable. Payments received by the Agent after 1:00 p.m. (New York City time) shall, at the option of the Agent, for be deemed to be received on the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day yearyear of 360 days (other than computations of interest for Base Rate Loans, (ii) for Canadian Prime Rate Advances Loans and CDOR Loans, which shall be made by the Agent on the basis of a Federal Funds Effective Rate on a 360 day yearyear of 365 or 366 days, and (iii) for LIBOR Rate Advances on a 360 day yearas the case may be), in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Loan Documents or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in United States dollarsthe currency in which such Loan was made, and without setoff, counterclaim, such Letter of Credit issued or other defensesuch expense or liability was incurred.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, if applicable. Notwithstanding as the foregoingcase may be; provided, however, that, if any such extension would cause payment relating to a LIBOR Advance falls due of interest on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Day.or 88 US-DOCS\147522098.13158668077.2
(e) Unless the Agent shall have received notice from any Borrower to the Borrower Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Agent may assume that such Borrower has made such payment is so made in full to the Agent on such date and the Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Agent, each Bank applicable Lender shall repay to the Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date of repaymentsuch Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Amendment No. 2 (Vestis Corp)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective applicable lending offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent; (iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder and under the other Loan Documents (including expenses) not later than 11:00 a.m. A.M. (San Antonio, Texas New York City time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal or interest to the Lenders, in accordance with the application of payments set forth in clause (d) of this Section 2.8, as applicable, for the Ratable account of Banks unless otherwise specifically provided herein, at Agent’s office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇their respective Lending Offices. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Payments received by the Administrative Agent after 11:00 A.M. (or New York City time) shall be deemed to be received on the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank All computations of any payment in an amount less than the full amount then due interest shall be deemed an acceptance made by the Administrative Agent on account only, the basis of a year of 360 days and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredtwelve 30-day months.
(c) All computations of interest and fees hereunder shall be made on the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defense.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of interest or fees, if applicable. Notwithstanding the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business Dayof interest.
(ed) Unless All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent shall have received notice from in the Borrower prior following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the date Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on which any payment is due hereunder that Borrower will not make payment in fullthe Loans, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and ratably to the extent Borrower aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall not have made be allocated to the payment of such payment Obligations ratably, based on the proportion of each Lender's interest in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentaggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Sources: Subordinated Credit Agreement (Republic Technologies International Holdings LLC)
Payments and Computations. (a) Each payment payable by a Borrower hereunder (i) if denominated in Dollars shall make each payment hereunder and under be made to the other Loan Documents not later than 11:00 a.m. (San Antonio, Texas time) on the day when due in same day funds to Agent, for the Ratable account of Banks unless otherwise specifically provided herein, Agent at Agent’s its head office at San Antonio, Texas, ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: 100 ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or to the attention of such other person as Agent may from time to time specify). No later than the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, ▇▇ immediately available funds, or, (ii) if denominated in any Optional Currency shall be made in such immediately available funds as shall then be customary for settlement at the place of payment of international transactions in such Optional Currency, for the account of the Agent at a depository designated by the Agent. Each Borrower authorizes the Agent and the Banks to charge any of its respective accounts, other than payroll accounts, with the Agent or such other person or persons as Agent may from time to time specifythe Banks for the amount of any payment due hereunder.
(b) Borrower hereby authorizes each BankIf any sum would, if but for the provisions of this Section 2.11(b), become due and to the extent payment payable hereunder on a day which is not made when a Business Day, then such sum shall become due and payable on either the Business Day next preceding or the Business Day next succeeding the day on which such sum would otherwise have become due and payable hereunder, such Business Day to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due be selected (which selection shall be deemed an acceptance conclusive and binding on account onlyeach Borrower) by the Agent in accordance with the then current banking practice in the relevant interbank Eurodollar market or Boston, as the case may be and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due interest and commitment fees hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recoveredadjusted accordingly.
(c) All computations of interest and commitment fees payable hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Agent on the basis of a 365/366 day year, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, for the actual number of days (including the first elapsed and on a 360-day but excluding the last day) occurring in the period for which such fees or interest is payable. All payments under the Loan Documents shall be made in United States dollars, and without setoff, counterclaim, or other defenseyear.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, such payment shall be made on Each determination by the next succeeding Business Day, and such extension Agent of time shall be included in the computation an amount of interest or feescommitment fee payable by the Borrower hereunder shall, if applicable. Notwithstanding save for manifest error, be conclusive and binding upon the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that calendar month, then the due date thereof shall be the preceding Business DayBorrower.
(e) Unless Promptly upon receipt of all payments under this Agreement or the Notes, the Agent shall have received notice from pay to each of the Borrower prior to the date on which any payment is due hereunder that Borrower will not make payment in full, Agent may assume that such payment is so made on such date and may, in reliance upon such assumption, make distributions to Banks. If and to the extent Borrower shall not have made such payment in full, each Bank shall repay to Agent forthwith on demand the applicable amount distributed, together with interest thereon at the Federal Funds Rate, from the date of distribution until the date of repaymentBanks its pro rata share thereof.
Appears in 1 contract
Sources: Multicurrency Revolving Credit and Term Loan Agreement (Teradyne Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed in immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Sections 2.14 (Increased Costs), ABA# ▇▇▇▇▇▇▇▇▇2.15 (Capital Adequacy), Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC 2.16 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and fees hereunder in respect of interest at the Base Rate (except during such times as the Base Rate is determined pursuant to clause (c) of the definition thereof) shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 365/366-day yearyear and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan Documents (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollars, and without setoff, counterclaim, or other defenseDollars.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of Loans shall be applied as follows: first, to repay Loans outstanding as Base Rate Loans and then, to repay Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateRate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, the Loans then due and payable, second, to pay all other Obligations of the Borrower then due and payable and third, as the Borrower so designates. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations of the Borrower in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iii) third, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders;
(iv) fourth, to pay interest then due and payable in respect of the Loans;
(v) fifth, to pay or prepay principal amounts on all Loans ratably to the aggregate principal amount of such Loans; and
(vi) sixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses (i) through (vi) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (vi) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrower or by any other Person that is not a Lender. The order of priority set forth in clauses (i) through (iii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders.
Appears in 1 contract
Sources: Term Loan Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) Each Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.15 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be Credit Agreement Affiliated Computer Services, LLC (or Inc. paid only to the attention of such other person as applicable Swing Lender. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of, (ii) for Prime in the case of Eurocurrency Rate Advances on a Federal Funds Effective Loans, 360 days and, in the case of Base Rate on a 360 day yearLoans, and (iii) for LIBOR Rate Advances on a 360 day year365 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by any Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Primary Revolving Loans, Multicurrency Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Eurocurrency Interest Periods being repaid prior to those having later expiring Eurocurrency Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the applicable Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank applicable Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds RateInterbank Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of any Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Credit Agreement Affiliated Computer Services, Inc. Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable (provided, however, that no amount received from, or on behalf of, any Borrower that is a Foreign Subsidiary shall be applied to pay the U.S. Obligations) and third, as the Company so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the applicable Swing Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each applicable Revolving Lender in accordance with such Lender’s Ratable Portion of the applicable Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(c) (
Appears in 1 contract
Sources: Credit Agreement (Affiliated Computer Services Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 3:00 p.m. (San Antonio, Texas New York time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in SECTION 11.8 (NOTICES, ETC.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in CLAUSES (e) or (f) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; PROVIDED, at Agent’s office at San AntonioHOWEVER, Texasthat amounts payable pursuant to SECTION 2.16 (CAPITAL ADEQUACY), ABA# ▇▇▇▇▇▇▇▇▇SECTION 2.17 (TAXES) or SECTION 2.15(c) (INCREASED COSTS) or (d) (ILLEGALITY) shall be paid only to any affected Lender (or, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (or if to the attention Fronting Lender, only to the extent of such other person as the interest of the affected Tranche B Investor) and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 3:00 p.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; PROVIDED, HOWEVER, that if applicable. Notwithstanding such extension would cause payment to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: FIRST, to repay such Loans outstanding as Base Rate Loans and THEN, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of repaymentCLAUSE (f) below (and except as otherwise provided in SECTION 2.10 (MANDATORY PREPAYMENTS)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: FIRST, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, SECOND, to pay all other Obligations then due and payable, and THIRD, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, during such time, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to SECTION 9.2 (REMEDIES), shall, deliver a Blockage Notice to each Deposit Account Bank and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral in the following order: FIRST, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; SECOND, to pay interest on and then principal of any Swing Loan; THIRD, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Administrative Agent; FOURTH, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Lenders and the Issuers; FIFTH, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; SIXTH, to pay interest then due and payable in respect of the Revolving Loans (ratably to the aggregate principal amount of such Revolving Loans) and Reimbursement Obligations; SEVENTH, to pay or prepay principal amounts on the Revolving Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in SECTION 9.3 (ACTIONS IN RESPECT OF LETTERS OF CREDIT), ratably to the aggregate principal amount of such Revolving Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and EIGHTH, to the ratable payment of all other Obligations; PROVIDED, HOWEVER, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of CLAUSES FIRST through EIGHTH above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in CLAUSES FIRST through EIGHTH above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in CLAUSES FIRST through FIFTH above may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders; and PROVIDED, FURTHER, that, any payment in respect of the principal of any Refinancing Loan, such payment shall not be applied to repay such Refinancing Loans unless each Non-Participating Prepetition Lender has concurrently with or prior to such payment received from the Borrower a related payment in an amount equal to such Non-Participating Prepetition Lender's Prepetition Pro Rata Percentage of the Prepetition L/C Disbursement Loan relating to such Refinancing Loan (and, if possible, such payments received shall be paid over to Non-Participating Lenders to ensure all Prepetition Revolving Lenders receive their Pro Rata Percentages of payments made by the Borrower in respect of each Prepetition L/C Disbursement Loan). Any payment received by the Administrative Agent and not identified as a payment in respect of Refinancing Loans may be classified as a payment in respect of Refinancing Loans or other Loans in the Administrative Agent's sole discretion.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the proceeds of Swing Loans or Revolving Loans. The Borrower hereby authorizes the Swing Loan Lender to make Swing Loans pursuant to SECTION 2.3(a) (SWING LOANS) and the Lenders to make Revolving Loans pursuant to SECTION 2.2(a) (BORROWING PROCEDURES) from time to time in the Swing Loan Lender's or such Lender's discretion, that are in the amounts of any and all principal payable with respect to the Swing Loans and interest, fees, expenses and other sums payable in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. The Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in SECTION 3.2 (CONDITIONS PRECEDENT TO EACH LOAN AND LETTER OF CREDIT), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (Washington Group International Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.14 (Taxes) or Section 2.12(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the attention of such other person as affected SECOND LIEN CREDIT AGREEMENT TECUMSEH PRODUCTS COMPANY Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan Documents and each reimbursement of various costs, expenses or other Obligation shall be made in United States dollarsDollars; provided, and without setoffhowever, counterclaimthat other than for payments in respect of a Loan, Loan Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or other defensedirectly related to such Loan Document.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon (at the Federal Funds Rate, Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with clause (b) of Section 2.7 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of any Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated SECOND LIEN CREDIT AGREEMENT TECUMSEH PRODUCTS COMPANY among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.7 (Mandatory Prepayments) and clause (f) above, subject to the terms of the Intercreditor Agreement, the Collateral Agent may, and, upon either (A) the written direction of the Administrative Agent or the Requisite Lenders after the occurrence and during the continuance of an Event of Default or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, deliver a Blockage Notice to each Deposit Account Bank for each Approved Deposit Account and, subject to the provisions of the Intercreditor Agreement, apply all payments in respect of any Secured Obligations and all proceeds of Collateral in the following order:
(i) first, to pay Secured Obligations in respect of any expense, reimbursements or indemnities then due to the Administrative Agent or the Collateral Agent;
(ii) second, to pay Secured Obligations in respect of any expense, reimbursements or indemnities then due to the Lenders;
(iii) third, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Collateral Agent, the Lenders;
(iv) fourth, to pay interest then due and payable in respect of the Loans;
(v) fifth, to pay or prepay principal amounts on the Loans, ratably to the aggregate principal amount of such Loans;
(vi) sixth, to the ratable payment of all other Secured Obligations; and
(vii) seventh, the balance to the Borrower or the Loan Party lawfully entitled to receive such proceeds; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Secured Obligation described in any of clauses (i), (ii), (iii), (iv) and (v) above the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Secured Obligation ratably, based on the proportion of the Administrative Agent's and each Lender's interest in the aggregate outstanding Secured Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv) and (v) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or by any other Person that is not a Lender . The order of priority set forth in clauses (i), (ii) and (iii) above may be changed only with the prior written consent of the Administrative Agent or the Collateral Agent, as applicable, in addition to that of the Requisite Lenders. SECOND LIEN CREDIT AGREEMENT TECUMSEH PRODUCTS COMPANY
Appears in 1 contract
Sources: Second Lien Credit Agreement (Tecumseh Products Co)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. (San Antonio, Texas New York time) on the day when due due, in same day the currency specified herein (or, if no such currency is specified, in Dollars) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent shall promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal, interest or fees to the Lenders, in accordance with the application of payments set forth in clause (f) or (g) below, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.14 (Capital Adequacy), ABA# ▇▇▇▇▇▇▇▇▇, Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC Section 2.15 (Taxes) or Section 2.13(c) Increased Costs or (d) Illegality shall be paid only to the attention of such other person as affected Lender or Lenders. Payments received by the Administrative Agent may from time after 11:00 a.m. (New York time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a 365/366 day yearyear of 360 days, (ii) for Prime Rate Advances on a Federal Funds Effective Rate on a 360 day year, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expense or other Obligation shall be made in United States dollarsthe currency in which such Loan was made, and without setoffsuch Letter of Credit issued or such cost, counterclaim, expense or other defenseObligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of repaymentclause (g) below (or required to be applied in accordance with Section 2.8(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8(c) (
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Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and under the other Loan Documents expenses) not later than 11:00 a.m. 1:00 p.m. (San Antonio, Texas New York City time) on the day when due due, in same day Dollars, to the Administrative Agent at its address referred to in Section 10.8 in immediately available funds without deduction, set-off or counterclaim. The Administrative Agent will promptly thereafter cause to Agentbe distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clauses (e) and (f) of this Section 2.12, as applicable, for the Ratable account of Banks unless otherwise specifically provided hereintheir respective Applicable Lending Offices; provided, at Agent’s office at San Antoniohowever, Texasthat amounts payable pursuant to Section 2.13(c), ABA# ▇▇▇▇▇▇▇▇▇Section 2.13(e), Account Number GL# 160020, Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇/▇▇▇▇▇ ▇. ▇▇▇▇▇, Reference: Propel Financial Services, LLC (Section 2.14 or Section 2.15 shall be paid only to the attention of such other person as affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent may from time after 1:00 p.m. (New York City time) shall be deemed to time specify). No later than be received on the end of each day when each payment hereunder is made, Borrower shall notify ▇▇▇▇▇ ▇. ▇▇▇▇▇, or such other person or persons as Agent may from time to time specifynext Business Day.
(b) Borrower hereby authorizes each Bank, if and to the extent payment is not made when due hereunder, to charge the amount so due against Borrower’s accounts with such Bank. Acceptance by Bank of any payment in an amount less than the full amount then due shall be deemed an acceptance on account only, and the failure to pay the entire amount then due may become an Event of Default. Borrower agrees that all payments of any obligation due hereunder shall be final, and if any such payment is recovered in any bankruptcy, insolvency or similar proceedings instituted by or against Borrower, all obligations due hereunder shall be automatically reinstated in respect of the obligation as to which payment is so recovered.
(c) All computations of interest and of fees hereunder based on the Base Rate shall be made on by the following basis: (i) for Prime Rate Advances, other than those based on the Federal Funds Rate, Administrative Agent on the basis of a year of 365/366 day yeardays, (ii) for Prime Rate Advances as the case may be and all computations of all other interest and all fees shall be made by the Administrative Agent on the basis of a Federal Funds Effective Rate on a year of 360 day yeardays, and (iii) for LIBOR Rate Advances on a 360 day year, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees or interest is are payable. All payments under Each determination by the Loan Documents Administrative Agent of an interest rate hereunder shall be made in United States dollarsconclusive and binding for all purposes, and without setoff, counterclaim, or other defenseabsent manifest error.
(dc) Whenever any payment to be made hereunder or under any other Loan Documents shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or fees, as the case may be; provided, however, that if applicable. Notwithstanding such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the foregoing, if any payment relating to a LIBOR Advance falls due on a day that is not a Business Day and no further Business Day occurs in that next calendar month, then the due date thereof such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(ed) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment is so made in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, make distributions cause to Banksbe distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in fullfull to the Administrative Agent, each Bank Lender shall repay to the Administrative Agent forthwith on demand the applicable such amount distributed, distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date of distribution such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of repaymentSection 2.12(f) (and except as otherwise provided in Section 2.8), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of and interest on any portion of the Loans that the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable, and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) During the continuance of an Event of Default, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and agrees that, notwithstanding the provisions of clause (e) above, the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 8.2, apply all payments (subject in any event to the restrictions set forth in Section 8.3 in respect of the application of amounts funded to a cash collateral account in respect of outstanding Letter of Credit Obligations) in respect of any Obligations and all funds on deposit in any cash collateral account in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay interest on and then principal of any Swing Loan;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due the Administrative Agent;
(iv) fourth, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(v) fifth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(vi) sixth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vii) seventh, to pay or prepay principal payments on the Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 8.3, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(viii) eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Obligation described in any of clauses first through eighth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through eighth of this clause (f) may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrower, or any other Person. The order of priority set forth in clauses first through fifth of this clause (f) may be changed only with the prior written consent of the Administrative Agent in addition to all Lenders.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swing
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