Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds. (b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available funds.
Appears in 2 contracts
Sources: Credit Agreement (Thermon Group Holdings, Inc.), Credit Agreement (Thermon Group Holdings, Inc.)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A B Loans on the Restatement Effective Closing Date and specifying the amount to be borrowedborrowed and whether the Term B Loans will initially be LIBO Loans or Prime Rate Loans (and, if LIBO Loans, the Interest Period for such Loans). Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noonnoon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A B Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower Except as set forth in SECTION 2.09, SECTION 2.10 and SECTION 2.11, Term Loans shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian either Prime Rate Loans requesting that or LIBO Loans as the Canadian Borrower may request (which request shall substantially be made in the form attached hereto as Exhibit B-1) subject to and in accordance with this SECTION 2.03. Each Lender may fulfill its Commitment with respect to any Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt B Loan by causing any lending office of such notice Lender to make such Term B Loan; provided, however, that any such use of a lending office shall not affect the Administrative Agent obligation of the Borrower to repay such Term B Loan in accordance with the terms of the applicable Note. Each Lender shall, subject to its overall policy considerations, use reasonable efforts to select a lending office which will not result in the payment of increased costs by the Borrower. Subject to the other provisions of this SECTION 2.03 and the provisions of SECTION 2.11, Borrowings of Term Loans of more than one Type may be incurred at the same time, but in any event no more than ten (10) Borrowings of LIBO Loans may be outstanding at any time.
(c) The procedures for the funding of Incremental Term Loans shall promptly notify each Canadian be as set forth in the applicable Incremental Term A Lender thereof. Loan Amendment.
(d) Not later than 12:00 Noon, New York City 1:00 p.m. (Eastern time, ) on the Restatement Amendment No. 1 Effective Date each Canadian Additional Term A B-1 Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A B-1 Loan or Canadian Term A Loans to be made by such LenderAdditional Term B-1 Lender pursuant to its Additional Term B-1 Commitment. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Additional Term A B-1 Lenders in immediately available funds.
Appears in 2 contracts
Sources: Credit Agreement (Burlington Coat Factory Investments Holdings, Inc.), Credit Agreement (Burlington Coat Factory Investments Holdings, Inc.)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Second Restatement Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Second Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon1:00 P.M., New York City time, on the Second Restatement Effective Date Date, each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds (except as specified in Section 2.1(b)) equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such U.S. Term Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available fundsfunds or in accordance with Section 2.1(b).
(b) The Canadian Borrower shall give the Administrative Agent and the Canadian Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent and the Canadian Administrative Agent prior to 12:00 Noon10:00 A.M., New York City Toronto time), (a) three one Business Days Day prior to the requested Borrowing anticipated Second Restatement Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Second Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Canadian Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City Toronto time, on the Second Restatement Effective Date each Canadian Term A Lender shall make available to the Canadian Administrative Agent at the Funding Canadian Payment Office an amount in immediately available funds (except as specified in Section 2.1(b)) equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Canadian Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Canadian Administrative Agent with the aggregate of the amounts made available to the Canadian Administrative Agent by the Canadian Term A Lenders in immediately available fundsfunds or in accordance with Section 2.1(b).
(c) On the Second Restatement Date, Interest Periods with respect to the Term Loans shall be as follows: (i) U.S. Term Loans shall be made, or deemed made, as Eurodollar Loans in an amount equal to the amount of the Existing U.S. Term Loans then outstanding as Eurodollar Loans (such U.S. Term Loans to correspond in amount to Existing U.S. Term Loans of a given interest period), (ii) Canadian Term Loans shall be made, or deemed made, as Eurodollar Loans in an amount equal to the amount of the Existing Canadian Term Loans then outstanding as Eurodollar Loans (such Canadian Term Loans to correspond in amount to Existing Canadian Term Loans of a given interest period), (iii) Interest Periods for the U.S. Term Loans described in clause (i) above shall end on the same dates as the Interest Periods applicable for the corresponding Existing U.S. Term Loans described in clause (i) above, and the Eurodollar Rates applicable to such U.S. Term Loans during such Interest Periods shall be the same as those applicable to such Existing U.S. Term Loans, (iv) Interest Periods for the Canadian Term Loans described in clause (ii) above shall end on the same dates as the Interest Periods applicable for the corresponding Existing Canadian Term Loans described in clause (ii) above, and the Eurodollar Rates applicable to such Canadian Term Loans during such Interest Periods shall be the same as those applicable to such Existing Canadian Term Loans, (v) U.S. Term Loans shall be made or deemed made as Base Rate Loans in amount equal to the amount of Existing U.S. Term Loans then outstanding as Base Rate Loans, and (vi) Canadian Term Loans shall be made or deemed made as Base Rate Loans in amount equal to the amount of Existing Canadian Term Loans then outstanding as Base Rate Loans. No Borrower will be required to make any payments under Section 4.11 of the First Restated Credit Agreement to Existing U.S. Term Lenders that become U.S. Term Lenders or to Existing Canadian Term Lenders that become Canadian Term Lenders in connection with the exchange of their Existing U.S. Term Loans for U.S. Term Loans or their Existing Canadian Term Loans for Canadian Term Loans, as applicable, in each case, except to the extent that (i) any U.S. Term Lender’s U.S. Term Loans are less than such U.S. Term Lender’s Existing U.S. Term Loans (such amount, a “Non-Renewed U.S. Term Loan”) or (ii) any Canadian Term Lender’s Canadian Term Loans are less than such Canadian Term Lender’s Existing Canadian Term Loans (such amount, a “Non-Renewed Canadian Term Loan”), in which case the applicable Borrower shall be required to make payments under Section 4.11 of the First Restated Credit Agreement to each applicable U.S. Term Lender based on the amount of such U.S. Term Lender’s Non-Renewed U.S. Term Loan and to each applicable Canadian Term Lender based on the amount of such Canadian Lender’s Non-Renewed Canadian Term Loan.
Appears in 1 contract
Sources: Credit Agreement (Cedar Fair L P)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A B Loans on the Restatement Effective Closing Date and specifying the amount to be borrowedborrowed and whether the Term B Loans will initially be LIBO Loans or Prime Rate Loans (and, if LIBO Loans, the Interest Period for such Loans). Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noonnoon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A B Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower Except as set forth in SECTION 2.09, SECTION 2.10 and SECTION 2.11, Term Loans shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian either Prime Rate Loans requesting that or LIBO Loans as the Canadian Borrower may request (which request shall substantially be made in the form attached hereto as Exhibit B-1) subject to and in accordance with this SECTION 2.03. Each Lender may fulfill its Commitment with respect to any Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt B Loan by causing any lending office of such notice Lender to make such Term B Loan; provided, however, that any such use of a lending office shall not affect the Administrative Agent obligation of the Borrower to repay such Term B Loan in accordance with the terms of the applicable Note. Each Lender shall, subject to its overall policy considerations, use reasonable efforts to select a lending office which will not result in the payment of increased costs by the Borrower. Subject to the other provisions of this SECTION 2.03 and the provisions of SECTION 2.11, Borrowings of Term Loans of more than one Type may be incurred at the same time, but in any event no more than ten (10) Borrowings of LIBO Loans may be outstanding at any time.
(c) The procedures for the funding of Incremental Term Loans shall promptly notify each Canadian be as set forth in the applicable Incremental Term A Lender thereof. Loan Amendment.
(d) Not later than 12:00 Noon, New York City 1:00 p.m. (Eastern time, ) on the Restatement Amendment No. 1 Effective Date each Canadian Additional Term A B-1 Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A B-1 Loan or Canadian Term A Loans to be made by such LenderAdditional Term B-1 Lender pursuant to its Additional Term B-1 Commitment. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Additional Term A B-1 Lenders in immediately available funds.
(e) Not later than 1:00 p.m. (Eastern time) on the Amendment No. 3 Effective Date each Additional Term B-2 Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term B-2 Loan to be made by such Additional Term B-2 Lender pursuant to its Additional Term B-2 Commitment. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Additional Term B-2 Lenders in immediately available funds.
Appears in 1 contract
Sources: Credit Agreement (Burlington Coat Factory Investments Holdings, Inc.)
Procedure for Term Loan Borrowing. (a) The U.S. Initial US Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to on the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date day of the proposed Borrowing anticipated Closing Date, in the case of ABR Loans ) requesting that the U.S. US Term A Lenders make the U.S. US Term A Loans on the Restatement Effective Closing Date and specifying the amount to be borrowed. The US Term Loans made on the Closing Date shall initially be ABR Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. US Term A Lender thereof. Not later than 12:00 Noon1:00 P.M., New York City time, on the Restatement Effective Closing Date each U.S. US Term A Lender shall make available to the Administrative Agent at the US Funding Office an amount in immediately available funds equal to the U.S. US Term A Loan or U.S. US Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of designated in writing by the U.S. Initial US Borrower on the books of such office of to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. US Term A Lenders in immediately available funds.
(b) The Canadian CDN Borrower shall give the Canadian Administrative Agent irrevocable notice (which notice must be received by the Canadian Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to on the requested Borrowing Date, in the case of CDOR Loans and (b) the date day of the proposed Borrowing anticipated Closing Date, in the case of Canadian Prime Rate Loans ) requesting that the Canadian CDN Term A Lenders make the Canadian CDN Term A Loans on the Restatement Effective Closing Date and specifying the amount to be borrowed. The CDN Term Loans made on the Closing Date shall initially be (i) in the case of C$ CDN Term Loans, CDN Prime Loans, and (ii) in the case of US$ CDN Term Loans, ABR Loans. Upon receipt of such notice the Canadian Administrative Agent shall promptly notify each Canadian CDN Term A Lender thereof. Not later than 12:00 Noon1:00 P.M., New York City time, on the Restatement Effective Closing Date each Canadian CDN Term A Lender shall make available to the Canadian Administrative Agent at the Canadian Funding Office an amount in immediately available funds equal to the Canadian CDN Term A Loan or Canadian CDN Term A Loans to be made by such Lender. The Canadian Administrative Agent shall credit the account of designated in writing by the CDN Borrower to the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Canadian Administrative Agent by the Canadian CDN Term A Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice notice, in substantially the form attached hereto as Exhibit S, specifying the amount of the Initial Term Loans or the Tranche B Term Loans to be borrowed, whether the borrowing is to be of Eurocurrency Loans or ABR Loans or a combination thereof and if the borrowing is to be of more than one Type of Loan, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor (if applicable) and the proposed Borrowing Date (which notice must be have been received by the Administrative Agent prior to by (i) 12:00 NoonP.M., New York City time), (a) at least three Business Days (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) prior to the requested Borrowing DateDate for Eurocurrency Loans or (ii) 12:00 P.M., New York City time, at least one Business Day (or such later time as may be agreed by the Administrative Agent in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable its reasonable discretion) prior to the Administrative Agent) and (b) the date of the proposed requested Borrowing Date, in the case of Date for ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying the amount to be borrowedLoans). Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A applicable Lender thereof. Not later than 12:00 NoonEach applicable Lender (a) having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loans to be borrowed (subject to its Initial Term Loan Commitment) available and (b) having a Tranche B Term Loan Commitment will make the amount of its pro rata share of the Tranche B Term Loans to be borrowed (subject to its Tranche B Term Loan Commitment) available, as applicable, in each case for the account of the Borrower at the office of the Administrative Agent specified in subsection 10.2 prior to 2:00 P.M., New York City timetime (or, if the time period for the Borrower’s delivery of notice was extended, such later time as agreed to by the Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice) on the Restatement Closing Date or the First Amendment Effective Date each U.S. Term A Lender shall make Date, as applicable, in funds immediately available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such LenderAgent. The Administrative Agent shall on such date credit by wire transfer as directed by the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders and in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be like funds as received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsAgent.”
Appears in 1 contract
Sources: Second Lien Credit Agreement (Us LBM Holdings, Inc.)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower and the Permitted Borrower shall give the Administrative Agent irrevocable written (or telephonic promptly confirmed in writing) notice (which notice must be received by the Administrative Agent prior to 12:00 Noonnoon, New York City time), (a) three one Business Days Day prior to the requested anticipated Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Tranche B Term A Loan Lenders make the U.S. Tranche B Term A Loans on the Restatement Effective such Borrowing Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Tranche B Term A Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date such Borrowing Date, each U.S. Tranche B Term A Loan Lender shall make available to the Administrative Agent at the Funding Office its office specified in subsection 10.2 an amount in immediately available funds equal to the U.S. Tranche B Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower and the Permitted Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Tranche B Term A Loan Lenders in immediately available fundslike funds as received by the Administrative Agent.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable written (or telephonic promptly confirmed in writing) notice of each borrowing of Incremental Term Loans (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (ai) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and Eurodollar Loans, or (bii) one Business Day prior to the date of the proposed requested Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and ABR Loans), specifying (A) the amount and Type of Incremental Term Loans to be borrowed, (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each such notice shall be given by the Borrower in the form of Exhibit J. Each borrowing under the Incremental Term Loan Facility shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $100,000 in excess thereof. Upon receipt of any such notice with respect to an Incremental Term Loan from the Borrower, the Administrative Agent shall promptly notify each Canadian Term A Incremental Lender thereof. Not later than Each Incremental Lender will make its respective Incremental Term Loan Amount available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in subsection 10.2 prior to 12:00 Noon, New York City time, on the Restatement Effective Borrowing Date each Canadian Term A Lender shall make requested by the Borrower in funds immediately available to the Administrative Agent at the Funding Office an amount in immediately Agent. Such borrowing will then be made available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made Borrower by such Lender. The the Administrative Agent shall credit crediting the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A applicable Lenders and in immediately available fundslike funds as received by the Administrative Agent.
Appears in 1 contract
Procedure for Term Loan Borrowing. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) The U.S. Borrower shall give in the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to case of a Eurodollar Borrowing, not later than 12:00 Noonp.m., New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) before the date of the proposed Borrowing Date, or (b) in the case of an ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not Borrowing, not later than 12:00 Noonp.m., New York City time, on the Restatement Effective Date each U.S. Term A Lender date of the proposed Borrowing. Such telephonic Borrowing Request shall make available be irrevocable and shall be confirmed promptly by hand delivery or electronic mail to the Administrative Agent at of a written Borrowing Request. Such telephonic and written Borrowing Request shall specify the Funding Office an following information in compliance with Section 2.02:
(i) the aggregate amount in immediately available funds equal to of the U.S. Term A Loan or U.S. Term A Loans requested Borrowing;
(ii) the date of such Borrowing, which shall be a Business Day;
(iii) whether such Borrowing is to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.an ABR Borrowing or a Eurodollar Borrowing;
(biv) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) a Eurodollar Borrowing, the date initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the proposed Borrowing Dateterm “Interest Period”; and
(v) if applicable, in the case location and number of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount Borrower’s account to which funds are to be borroweddisbursed, which shall comply with the requirements of Section 2.06. Upon If no election as to the Type of Term Loan Borrowing is specified, then the requested Term Loan Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of such notice a Borrowing Request in accordance with this Section, the Administrative Agent shall promptly notify advise each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on of the Restatement Effective Date each Canadian Term A Lender shall make available to details thereof and of the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A of such Lender’s Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account as part of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsrequested Borrowing.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a1) The U.S. Borrowing of Tranche A upon the First Restatement Date was in an amount of US$940,000,000. As of the Restatement Date, the aggregate outstanding principal amount of Tranche A is US$578,000,000. As of the Restatement Date, interest on Tranche A shall continue to accrue in accordance with the First Restated Credit Agreement until the end of the then current Interest Period and thereafter, interest shall accrue at the rate in accordance with Section 2.08.
(2) Borrower may make up to three (3) Borrowings under Tranche B during the Tranche B Availability Period, provided that Borrower shall give the Administrative Agent irrevocable notice a revocable Borrowing Request (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), time three (a3) three U.S. Government Securities Business Days prior to the requested Borrowing Date), in the case of Eurodollar Loans specifying (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agenti) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed, (ii) the applicable Collateral Vessel(s) and (iii) the requested Borrowing Date. Each borrowing of Tranche B shall be in an amount equal to at least US$10,000,000. Upon receipt of any such notice Borrowing Request from Borrower, the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than Each Term Lender will make the amount of its pro rata share of the Tranche B advance available to the Administrative Agent for the account of the Borrower prior to 12:00 Noon, New York City time, on the Restatement Effective Borrowing Date each U.S. Term A Lender shall make requested by Borrower in funds immediately available to the Administrative Agent Agent. Each Term Lender may, at the Funding Office an amount in immediately its option, make any Tranche B advance available funds equal to the U.S. Borrower by causing any foreign or domestic branch or Affiliate of such Term A Loan or U.S. Term A Loans Lender to be made by make such Lender. The Administrative Agent advance; provided that any exercise of such option shall credit not affect the account obligation of the U.S. Borrower on the books of to repay such office of the Administrative Agent Term Loan in accordance with the aggregate terms of the this Agreement. Such borrowing amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately will then be made available funds.
(b) The Canadian to the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Nooncrediting the Collection Account or, New York City time)at the Borrower’s option, (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt by effecting a wire transfer of such notice amounts to an account designated by the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available Borrower to the Administrative Agent at Agent. If the Funding Office an amount in immediately available funds equal to Borrower revokes any Borrowing Request, the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent Borrower shall credit compensate the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsconnection with such revocation in accordance with Section 2.13.
Appears in 1 contract
Sources: Credit Agreement (Atlas Corp.)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (aon the anticipated Funding Date) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Funding Date and specifying the amount to be borrowed, whether such Term Loan shall be Eurodollar Loans or ABR Loans and, in the case of Eurodollar Loans, the initial Interest Period applicable thereto, which shall be a period contemplated by the definition of “Interest Period”. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon11:00 A.M., New York City time, on the Restatement Effective Funding Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian . If no election as to the Type of Term Loan is specified, then the requested Term Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior deemed to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case have selected an Interest Period of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowedone month’s duration. Upon Promptly following receipt of such notice a borrowing request in accordance with this Section, the Administrative Agent shall promptly notify advise each Canadian Term A Lender thereofof the details thereof and of the amount of such Term Lender’s Term Loan to be made. Not later than 12:00 NoonEach Term Loan shall be made by the Term Lenders ratably in accordance with their applicable Term Commitments; provided that the failure of any Term Lender to make its Term Loan shall not in itself relieve any other Term Lender of its obligation to lend hereunder (it being understood, New York City timehowever, on the Restatement Effective Date each Canadian that no Term A Lender shall be responsible for the failure of any other Term Lender to make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian any Term A Loan or Canadian Term A Loans required to be made by such other Term Lender). The Administrative Agent ABR Loans comprising any Term Loan shall credit be in an aggregate principal amount that is (i) an integral multiple of $1.0 million and not less than $5.0 million or (ii) equal to the account remaining available balance of the Canadian applicable Term Commitments. Eurodollar Loans comprising any Term Loan shall be in an aggregate principal amount that is (i) an integral multiple of $1.0 million and not less than $5.0 million or (ii) equal to the remaining available balance of the applicable Term Commitments. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as Borrower may request pursuant to Section 2.12. Each Term Lender may at its option make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Term Lender to make such Term Loan; provided that any exercise of such option shall not affect the obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time, subject to Section 2.13. For purposes of the foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the books same date, shall be considered separate Borrowings. Notwithstanding any other provision of such office of this Agreement, Borrower shall not be entitled to request, or to elect to convert or continue, any Eurodollar Tranche if the Administrative Agent Interest Period requested with respect thereto would end after the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsLoan Maturity Date.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Medical Properties Trust Inc)
Procedure for Term Loan Borrowing. (a) The U.S. Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon(a) 12:30 P.M., New York City time), (a) at least three Business Days prior to the requested Borrowing Effective Date, if all or any part of the Term Loans are to be initially Eurocurrency Loans made in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and Dollars, (b) 11:00 A.M., London time, at least three Business Days prior to the date Effective Date, if any part of the proposed Borrowing Tranche A Term Loans are to be initially Eurocurrency Loans made in any Designated Foreign Currency or (c) 12:30 P.M., New York City time, at least one Business Day prior to the Effective Date, in the case of ABR Loans otherwise) requesting that the U.S. Term A Loan Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying (i) the amount to be borrowed, (ii) whether the Term Loans are to be initially Eurocurrency Loans, ABR Loans or a combination thereof, and (iii) if the Term Loans are to be entirely or partly Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor and, if the Eurocurrency Loans in respect of any part of the borrowing of Tranche A Term Loans are to be made entirely or partly in any Designated Foreign Currency, the Designated Foreign Currency thereof. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Loan Lender thereof. Not later than 12:00 NoonEach Term Loan Lender will make the amount of its pro rata share of the Term Loans available to the Administrative Agent for the account of the Parent Borrower at the office of the Administrative Agent specified in subsection 11.2 prior to 10:00 A.M., New York City time, or at such other office of the Administrative Agent or at such other time as to which the Administrative Agent shall notify such Term Loan Lender and the Parent Borrower reasonably in advance of the Effective Date with respect thereto, on the Restatement Effective Date each U.S. Term A Lender shall make in Dollars or the applicable Designated Foreign Currency and in funds immediately available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such LenderAgent. The Administrative Agent shall on such date credit the account of the U.S. Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Loan Lenders and in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be like funds as received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsAgent.
Appears in 1 contract
Sources: Credit Agreement (Relocation Management Systems Inc)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice in the form of Exhibit E (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and Loans, or (b) one Business Day prior to the date of the proposed requested Borrowing Date, in the case of ABR Loans Loans) requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and Funding Date, specifying the amount to be borrowed, the requested Borrowing Date and whether such Term Loan shall be Eurodollar Loans or ABR Loans and, in the case of Eurodollar Loans, the initial Interest Period applicable thereto, which shall be a period contemplated by the definition of “Interest Period”. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon11:00 A.M., New York City time, on the Restatement Effective Funding Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in Dollars in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian . If no election as to the Type of Term Loan is specified, then the requested Term Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior deemed to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, have selected an Interest Period of one month’s duration. Promptly following receipt of a borrowing request in the case form of CDOR Loans Exhibit E and (b) the date of the proposed Borrowing Datein accordance with this Section, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify advise each Canadian Term A Lender thereofof the details thereof and of the amount of such Term Lender’s Term Loan to be made. Not later than 12:00 NoonEach Term Loan shall be made by the Term Lenders ratably in accordance with their applicable Term Commitments; provided that the failure of any Term Lender to make its Term Loan shall not in itself relieve any other Term Lender of its obligation to lend hereunder (it being understood, New York City timehowever, on the Restatement Effective Date each Canadian that no Term A Lender shall be responsible for the failure of any other Term Lender to make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian any Term A Loan or Canadian Term A Loans required to be made by such other Term Lender). The Administrative Agent ABR Loans comprising any Term Loan shall credit be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Eurodollar Loans comprising any Term Loan shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as Borrower may request in accordance herewith. Each Term Lender may at its option make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Term Lender to make such Term Loan; provided that any exercise of such option shall not affect the account obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of Term Loans of more than one Type may be outstanding at the same time, subject to Section 2.13. For purposes of the Canadian Borrower foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the books same date, shall be considered separate borrowings. Notwithstanding any other provision of such office of this Agreement, Borrower shall not be entitled to request, or to elect to convert or continue, any Eurodollar Tranche if the Administrative Agent Interest Period requested with respect thereto would end after the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsLoan Maturity Date.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (aai) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (as defined in this Agreement prior to the Second Amendment Effective Date) (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (bbii) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice in the form of Exhibit E (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and Loans, or (b) one Business Day prior to the date of the proposed requested Borrowing Date, in the case of ABR Loans Loans) requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and Funding Date, specifying the amount to be borrowed, the requested Borrowing Date and whether such Term Loan shall be Eurodollar Loans or ABR Loans and, in the case of Eurodollar Loans, the initial Interest Period applicable thereto, which shall be a period contemplated by the definition of “Interest Period”. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon11:00 A.M., New York City time, on the Restatement Effective Funding Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian . If no election as to the Type of Term Loan is specified, then the requested Term Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior deemed to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, have selected an Interest Period of one month’s duration. Promptly following receipt of a borrowing request in the case form of CDOR Loans Exhibit E and (b) the date of the proposed Borrowing Datein accordance with this Section, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify advise each Canadian Term A Lender thereofof the details thereof and of the amount of such Term Lender’s Term Loan to be made. Not later than 12:00 NoonEach Term Loan shall be made by the Term Lenders ratably in accordance with their applicable Term Commitments; provided that the failure of any Term Lender to make its Term Loan shall not in itself relieve any other Term Lender of its obligation to lend hereunder (it being understood, New York City timehowever, on the Restatement Effective Date each Canadian that no Term A Lender shall be responsible for the failure of any other Term Lender to make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian any Term A Loan or Canadian Term A Loans required to be made by such other Term Lender). The Administrative Agent ABR Loans comprising any Term Loan shall credit be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Eurodollar Loans comprising any Term Loan shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as Borrower may request pursuant to Section 2.12. Each Term Lender may at its option make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Term Lender to make such Term Loan; provided that any exercise of such option shall not affect the account obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement. Borrowings of more than one Type may be outstanding at the same time, subject to Section 2.13. For purposes of the Canadian Borrower foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the books same date, shall be considered separate Borrowings. Notwithstanding any other provision of such office of this Agreement, Borrower shall not be entitled to request, or to elect to convert or continue, any Eurodollar Tranche if the Administrative Agent Interest Period requested with respect thereto would end after the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsMaturity Date.
Appears in 1 contract
Sources: Term Loan Agreement (MPT Operating Partnership, L.P.)
Procedure for Term Loan Borrowing. (a) The U.S. Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three at least one Business Days Day prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans anticipated Closing Date requesting that the U.S. applicable Term A B Lenders make the U.S. Closing Date Term A B Loans on the Restatement Effective Date Closing Date) and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. applicable Term A B Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. applicable Term A B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Closing Date Term A B Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three at least one Business Days Day prior to the requested Borrowing anticipated Second Amendment Effective Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian applicable Term A B Lenders make the Canadian Second Amendment Term A B Loans on the Restatement Second Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice notice, the Administrative Agent shall promptly notify each Canadian applicable Second Amendment Term A B Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Second Amendment Effective Date each Canadian Second Amendment Term A B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Second Amendment Term A B Loan or Canadian Term A Loans to be made by such Second Amendment Term B Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Sixth Amendment Term Lenders make the Sixth Amendment Term Loans on the Sixth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall credit the account of the Canadian Borrower promptly notify each applicable Sixth Amendment Term Lender thereof. Not later than 12:00 Noon, New York City time, on the books of Sixth Amendment Effective Date (or such office of later time as the Administrative Agent with the aggregate of the amounts made may agree in its sole discretion) each Sixth Amendment Term Lender shall make available to the Administrative Agent by at the Canadian Term A Lenders Funding Office an amount in immediately available funds.funds equal to the Sixth Amendment Term Loan to be made by such Sixth Amendment Term Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Seventh Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Seventh Amendment Replacement Term Lenders make the Seventh Amendment Replacement Term Loans on the Seventh Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Seventh Amendment Replacement Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Seventh Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Additional Replacement Term Lender (as defined in the Seventh Amendment) shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the 66
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three at least one Business Days Day prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans anticipated Closing Date requesting that the U.S. applicable Term A B Lenders make the U.S. Closing Date Term A B Loans on the Restatement Effective Date Closing Date) and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. applicable Term A B Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. applicable Term A B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Closing Date Term A B Loan or U.S. Term A Loans to be made by such Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Second Amendment Effective Date) requesting that the applicable Term B Lenders make the Second Amendment Term B Loans on the Second Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Second Amendment Term B Lender thereof. Not later than 12:00 Noon, New York City time, on the Second Amendment Effective Date each Second Amendment Term B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Second Amendment Term B Loan to be made by such Second Amendment Term B Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Sixth Amendment Term Lenders make the Sixth Amendment Term Loans on the Sixth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Sixth Amendment Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Sixth Amendment Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Sixth Amendment Term Loan to be made by such Sixth Amendment Term Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Seventh Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Seventh Amendment Replacement Term Lenders make the Seventh Amendment Replacement Term Loans on the Seventh Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Seventh Amendment Replacement Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Seventh Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Additional Replacement Term Lender (as defined in the Seventh Amendment) shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Seventh Amendment Replacement Term Loan to be made by such Seventh Amendment Replacement Term Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Eighth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Eighth Amendment Replacement Term Lenders make the Eighth Amendment Replacement Term Loans on the Eighth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Eighth Amendment Replacement Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Eighth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Eighth Amendment Additional Replacement Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Eighth Amendment Replacement Term Loan to be made by such Eighth Amendment Replacement Term Lender. The Administrative Agent shall credit the account of the U.S. Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A B Lenders in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit K-1 (which notice must be received by the Administrative Agent prior to 12:00 Noon1:00 P.M., New York City time), (a) three on the Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Tranche A Term A Lenders make the U.S. Tranche A Term A Loans Loans, in each case on the Restatement Effective Date Closing Date, and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. such Term A Lender thereof. Not later than 12:00 Noon3:00 P.M., New York City time, on the Restatement Effective Closing Date each U.S. such Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of designated in writing by the U.S. Borrower on the books of such office of to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. such Term A Lenders in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit K-1 (which notice must be received by the Administrative Agent prior to 12:00 Noonp.m., New York City time), (a) three on the Business Days Day prior to the requested Borrowing anticipated First Amendment Effective Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Tranche B Term A Lenders make the Canadian Tranche B Term A Loans Loans, in each case on the Restatement First Amendment Effective Date Date, and specifying the amount to be borrowed. The Tranche B Term Loans made on the First Amendment Effective Date shall initially be ABR Loans or, so long as Borrower shall have delivered to the Administrative Agent a fully executed funding indemnity letter in form and substance satisfactory to the Administrative Agent, Eurocurrency Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian such Tranche B Term A Lender thereof. Not later than 12:00 Noon3:00 p.m., New York City time, on the Restatement First Amendment Effective Date each Canadian such Tranche B Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Tranche B Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of designated in writing by the Canadian Borrower on the books of such office of to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian such Tranche B Term A Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Closing Date and specifying the amount to be borrowedborrowed and whether the Term Loans will initially be LIBOTerm Benchmark Loans or Prime Rate Loans (and, if LIBOTerm Benchmark Loans, the Interest Period for such Term Loans). Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noonnoon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A B Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower Except as set forth in Section 2.09, Section 2.10 and Section 2.11, Term Loans shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian either Prime Rate Loans requesting that or LIBOTerm Benchmark Loans as the Canadian Borrower may request (which request shall substantially be made in the form attached hereto as Exhibit B-1) subject to and in accordance with this Section 2.03. Each Lender may fulfill its Commitment with respect to any Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt Loan by causing any lending office of such notice Lender to make such Term Loan; provided, however, that any such use of a lending office shall not affect the Administrative Agent obligation of the Borrower to repay such Term B Loan in accordance with the terms of the applicable Note. Each Lender shall, subject to its overall policy considerations, use reasonable efforts to select a lending office which will not result in the payment of increased costs by the Borrower. Subject to the other provisions of this Section 2.03 and the provisions of Section 2.11, Borrowings of Term Loans of more than one Type may be incurred at the same time, but in any event no more than ten (10) Borrowings of LIBOTerm Benchmark Loans may be outstanding at any time.
(c) The procedures for the funding of Incremental Term Loans shall promptly notify each Canadian be as set forth in the applicable Incremental Term A Lender thereof. Loan Amendment.
(d) [Reserved].
(e) Not later than 12:00 Noon, New York City 1:00 p.m. (Eastern time, ) on the Restatement Amendment No. 9 Effective Date each Canadian Additional Term A B-6 Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A B-6 Loan or Canadian Term A Loans to be made by such LenderAdditional Term B-6 Lender pursuant to its Additional Term B-6 Commitment. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Additional Term A B-6 Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Tranche A-1 Term A Loans and the Tranche B Term Loans on the Restatement Effective Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Second Amendment Effective Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Tranche A-2 Term A Loans on the Restatement Second Amendment Effective Date and specifying the amount to be borrowed. The Term Loans made on the Second Amendment Effective Date shall initially be ABR Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Tranche A-2 Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Second Amendment Effective Date each Canadian such Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Tranche A-2 Term A Loan or Canadian Tranche A-2 Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian such Term A Lenders in immediately available funds.
(c) The Incremental Term Loans shall be borrowed in accordance with Section 2.24.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent #101957856v2 #101957856v4 prior to 12:00 Noon10:00 A.M., New York City time), (a) three at least one Business Days Day prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans anticipated Closing Date requesting that the U.S. applicable Term A B Lenders make the U.S. Closing Date Term A B Loans on the Restatement Effective Date Closing Date) and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. applicable Term A B Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. applicable Term A B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Closing Date Term A B Loan or U.S. Term A Loans to be made by such Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Second Amendment Effective Date) requesting that the applicable Term B Lenders make the Second Amendment Term B Loans on the Second Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Second Amendment Term B Lender thereof. Not later than 12:00 Noon, New York City time, on the Second Amendment Effective Date each Second Amendment Term B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Second Amendment Term B Loan to be made by such Second Amendment Term B Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Sixth Amendment Term Lenders make the Sixth Amendment Term Loans on the Sixth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Sixth Amendment Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Sixth Amendment Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Sixth Amendment Term Loan to be made by such Sixth Amendment Term Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Seventh Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Seventh Amendment Replacement Term Lenders make the Seventh Amendment Replacement Term Loans on the Seventh Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Seventh Amendment Replacement Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Seventh Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Additional Replacement Term Lender (as defined in the Seventh Amendment) shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Seventh Amendment Replacement Term Loan to be made by such Seventh Amendment Replacement Term Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Eighth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Eighth Amendment Replacement Term Lenders make the Eighth Amendment Replacement Term Loans on the Eighth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Eighth Amendment Replacement Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Eighth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Eighth Amendment Additional Replacement Term Lender shall make available to the Administrative Agent at #101957856v2 #101957856v4 the Funding Office an amount in immediately available funds equal to the Eighth Amendment Replacement Term Loan to be made by such Eighth Amendment Replacement Term Lender. The Administrative Agent shall credit the account of the U.S. Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A B Lenders in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. US Borrower shall give deliver to the Administrative Agent irrevocable notice a General Borrowing Notice (which notice General Borrowing Notice must be received by the Administrative Agent prior to 12:00 Noon2:00 P.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Initial US Term A Loan Lenders make the U.S. Initial US Term A Loans on the Restatement Effective Closing Date and specifying the amount to be borrowed. Upon receipt of such notice General Borrowing Notice, the Administrative Agent shall promptly notify each U.S. Initial US Term A Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date Closing Date, each U.S. Initial US Term A Loan Lender shall make available to the Administrative Agent at the Administrative Agent’s Funding Office an amount in Dollars and immediately available funds equal to the U.S. Initial US Term A Loan or U.S. Initial US Term A Loans to be made by such Lender. The Administrative Agent shall credit make available to the account of the U.S. US Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Initial US Term A Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.
(b) The Canadian Borrower shall give deliver to the Administrative Canadian Agent irrevocable notice an Alternate Currency Facilities Borrowing Notice (which notice Alternate Currency Facilities Borrowing Notice must be received by the Administrative Canadian Agent prior to 12:00 Noon2:00 P.M., New York City Toronto time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Loan Lenders make the Canadian Term A Loans on the Restatement Effective Closing Date and specifying the amount (in Canadian Dollars) to be borrowedborrowed and whether such Canadian Term Loans shall be incurred as BA Loans (and/or BA Equivalent Loans) or Canadian Prime Rate Loans; provided that Canadian Term Loans to be incurred as BA Loans and/or BA Equivalent Loans at any time prior to the 30th Business Day following the Closing Date shall be subject to an Interest Period of one-week. Upon receipt of such notice Alternate Currency Facilities Borrowing Notice, the Administrative Canadian Agent shall promptly notify each Canadian Term A Loan Lender thereof. Not later than 12:00 Noon, New York City Toronto time, on the Restatement Effective Date Closing Date, each Canadian Term A Loan Lender shall make available to the Administrative Canadian Agent at the Canadian Agent’s Funding Office an amount in Canadian Dollars and immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Canadian Agent shall credit the account of make available to the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Canadian Agent by the Canadian Term A Lenders Loan Lenders, in immediately available fundslike funds as received by the Canadian Agent.
Appears in 1 contract
Sources: Credit Agreement (LKQ Corp)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A B Loans on the Restatement Effective Closing Date and specifying the amount to be borrowedborrowed and whether the Term B Loans will initially be LIBO Loans or Prime Rate Loans (and, if LIBO Loans, the Interest Period for such Loans). Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noonnoon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A B Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower Except as set forth in SECTION 2.09, SECTION 2.10 and SECTION 2.11, Term Loans shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian either Prime Rate Loans requesting that or LIBO Loans as the Canadian Borrower may request (which request shall substantially be made in the form attached hereto as Exhibit B-1) subject to and in accordance with this SECTION 2.03. Each Lender may fulfill its Commitment with respect to any Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt B Loan by causing any lending office of such notice Lender to make such Term B Loan; provided, however, that any such use of a lending office shall not affect the Administrative Agent shall promptly notify each Canadian obligation of the Borrower to repay such Term A B Loan in accordance with the terms of the applicable Note. Each Lender thereofshall, subject to its overall policy considerations, use reasonable efforts to select a lending office which will not result in the payment of increased costs by the Borrower. Not later Subject to the other provisions of this SECTION 2.03 and the provisions of SECTION 2.11, Borrowings of Term Loans of more than 12:00 Noon, New York City one Type may be incurred at the same time, on but in any event no more than ten (10) Borrowings of LIBO Loans may be outstanding at any time.
(c) The procedures for the Restatement Effective Date each Canadian funding of Incremental Term A Lender Loans shall make available to be as set forth in the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian applicable Incremental Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsAmendment.
Appears in 1 contract
Sources: Credit Agreement (Burlington Coat Factory Investments Holdings, Inc.)
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon1:00 P.M., New York City time), (ai) three Business Days prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans Loans, or (and accompanied by a funding indemnity letter in form and substance reasonably acceptable ii) one Business Day prior to the Administrative Agent) and (b) the date of the proposed Borrowing anticipated Closing Date, in the case of ABR Loans Base Rate Loans) requesting that the U.S. Tranche B Term A Lenders make the U.S. Tranche B Term A Loans on the Restatement Effective Closing Date and specifying the amount to be borrowedborrowed and the Type of Loan. Unless the Administrative Agent shall have consented to making Eurodollar Loans, the Tranche B Term Loans made on the Closing Date shall initially be Base Rate Loans. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Tranche B Term Loan may be made as, converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is the earlier of 30 days after the Closing Date and the date that the Administrative Agent promptly notifies the Borrower that the syndication of the Tranche B Term Loans has been completed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Tranche B Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. Tranche B Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Tranche B Term A Loan or U.S. Tranche B Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Tranche B Term A Lenders in immediately available funds.
(b) The Canadian With respect to the Delayed Draw Term Loan borrowings, Borrower shall give the Administrative Agent irrevocable notice (notice, which notice must be received by the Administrative Agent prior to 12:00 Noon1:00 P.M., New York City time), (ai) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and Eurodollar Loans, or (bii) one Business Day prior to the date of the proposed requested Borrowing Date, in the case of Canadian Prime Base Rate Loans Loans, requesting that the Canadian Delayed Draw Term A Lenders make the Canadian a Delayed Draw Term A Loans Loan on the Restatement Effective Date and specifying the amount to such requested Borrowing Date, which shall be borroweda Business Day. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Delayed Draw Term A Lender with a Delayed Draw Term Commitment thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date applicable proposed borrowing date each Canadian Delayed Draw Term A Lender with a Delayed Draw Term Commitment shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to such Delayed Draw Term Lender’s pro rata share of the Canadian Delayed Draw Term A Loan or Canadian Delayed Draw Term A Loans to be made by such Lender. The On the relevant Borrowing Date, the Administrative Agent shall credit the account of the Canadian Borrower on specified by the books of such office of the Administrative Agent Borrower with the aggregate of the amounts made available to the Administrative Agent by the Canadian Delayed Draw Term A Lenders in immediately available funds.
Appears in 1 contract
Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Second Restatement Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Second Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon1:00 P.M., New York City time, on the Second Restatement Effective Date Date, each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds (except as specified in Section 2.1(b)) equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such U.S. Term Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available fundsfunds or in accordance with Section 2.1 (b).
(b) The Canadian Borrower shall give the Administrative Agent and the Canadian Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent and the Canadian Administrative Agent prior to 12:00 Noon10:00 A.M., New York City Toronto time), (a) three one Business Days Day prior to the requested Borrowing anticipated Second Restatement Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Second Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Canadian Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City Toronto time, on the Second Restatement Effective Date each Canadian Term A Lender shall make available to the Canadian Administrative Agent at the Funding Canadian Payment Office an amount in immediately available funds (except as specified in Section 2.1(b)) equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Canadian Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Canadian Administrative Agent with the aggregate of the amounts made available to the Canadian Administrative Agent by the Canadian Term A Lenders in immediately available fundsfunds or in accordance with Section 2.1(b).
(c) On the Second Restatement Date, Interest Periods with respect to the Term Loans shall be as follows: (i) U.S. Term Loans shall be made, or deemed made, as Eurodollar Loans in an amount equal to the amount of the Existing U.S. Term Loans then outstanding as Eurodollar Loans (such U.S. Term Loans to correspond in amount to Existing U.S. Term Loans of a given interest period), (ii) Canadian Term Loans shall be made, or deemed made, as Eurodollar Loans in an amount equal to the amount of the Existing Canadian Term Loans then outstanding as Eurodollar Loans (such Canadian Term Loans to correspond in amount to Existing Canadian Term Loans of a given interest period), (iii) Interest Periods for the U.S. Term Loans described in clause (i) above shall end on the same dates as the Interest Periods applicable for the corresponding Existing U.S. Term Loans described in clause (i) above, and the Eurodollar Rates applicable to such U.S. Term Loans during such Interest Periods shall be the same as those applicable to such Existing U.S. Term Loans, (iv) Interest Periods for the Canadian Term Loans described in clause (ii) above shall end on the same dates as the Interest Periods applicable for the corresponding Existing Canadian Term Loans described in clause (ii) above, and the Eurodollar Rates applicable to such Canadian Term Loans during such Interest Periods shall be the same as those applicable to such Existing Canadian Term Loans, (v) U.S. Term Loans shall be made or deemed made as Base Rate Loans in amount equal to the amount of Existing U.S. Term Loans then outstanding as Base Rate Loans, and (vi) Canadian Term Loans shall be made or deemed made as Base Rate Loans in amount equal to the amount of Existing Canadian Term Loans then outstanding as Base Rate Loans. No Borrower will be required to make any payments under Section 4.11 of the First Restated Credit Agreement to Existing U.S. Term Lenders that become U.S. Term Lenders or to Existing Canadian Term Lenders that become Canadian Term Lenders in connection with the exchange of their Existing U.S. Term Loans for U.S. Term Loans or their Existing Canadian Term Loans for Canadian Term Loans, as applicable, in each case, except to the extent that (i) any U.S. Term Lender’s U.S. Term Loans are less than such U.S. Term Lender’s Existing U.S. Term Loans (such amount, a “Non-Renewed U.S. Term Loan”) or (ii) any Canadian Term Lender’s Canadian Term Loans are less than such Canadian Term Lender’s Existing Canadian Term Loans (such amount, a “Non-Renewed Canadian Term Loan”), in which case the applicable Borrower shall be required to make payments under Section 4.11 of the First Restated Credit Agreement to each applicable U.S. Term Lender based on the amount of such U.S. Term Lender’s Non-Renewed U.S. Term Loan and to each applicable Canadian Term Lender based on the amount of such Canadian Lender’s Non-Renewed Canadian Term Loan.
(d) On the Amendment 1 Effective Date, Interest Periods with respect to the U.S. Term B Loans and Canadian Term B Loans shall be as follows: (i) U.S. Term B Loans shall be deemed made as Eurodollar Loans in an amount equal to the amount of the U.S. Term Loans converted pursuant to Section 2.1(c) that were outstanding as Eurodollar Loans at the time of conversion (such U.S. Term B Loans to correspond in amount to U.S. Term Loans so converted of a given Interest Period), (ii) Canadian Term Loans shall be deemed made as Eurodollar Loans in an amount equal to the amount of the Canadian Term Loans converted pursuant to Section 2.1(c) that were outstanding as Eurodollar Loans at the time of conversion (such Canadian Term B Loans to correspond in amount to Canadian Term Loans so converted of a given Interest Period), (iii) Interest Periods for the U.S. Term B Loans described in clause (i) above shall end on the same dates as the Interest Periods applicable for the corresponding U.S. Term Loans described in clause (i) above, and the Eurodollar Rates applicable to such U.S. Term B Loans during such Interest Periods shall be the same as those applicable to the U.S. Term Loans so converted, (iv) Interest Periods for the Canadian Term Loans described in clause (ii) above shall end on the same dates as the Interest Periods applicable for the corresponding Canadian Term Loans described in clause (ii) above, and the Eurodollar Rates applicable to such Canadian Term B Loans during such Interest Periods shall be the same as those applicable to such Canadian Term Loans so converted, (v) U.S. Term Loans shall be deemed made as Base Rate Loans in amount equal to the amount of U.S. Term Loans converted pursuant to Section 2.1(c) that were outstanding as Base Rate Loans at the time of conversion, and (vi) Canadian Term Loans shall be made or deemed made as Base Rate Loans in amount equal to the amount of Canadian Term Loans converted pursuant to Section 2.1(c) that were outstanding as Base Rate Loans at the time of conversion. No Borrower will be required to make any payments under Section 4.11 of this Agreement to Initial Extending Term Lenders as a result of the conversions pursuant to Section 2.1(c).
(e) The procedures for the funding of Refinancing Term Loans shall be as set forth in the applicable Refinancing Term Loan Amendment.
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Sources: Credit Agreement (Cedar Fair L P)
Procedure for Term Loan Borrowing. (a) The U.S. Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three at least one Business Days Day prior to the requested Borrowing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans anticipated Closing Date requesting that the U.S. applicable Term A B Lenders make the U.S. Closing Date Term A B Loans on the Restatement Effective Date Closing Date) and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. applicable Term A B Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. applicable Term A B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Closing Date Term A B Loan or U.S. Term A Loans to be made by such Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Second Amendment Effective Date) requesting that the applicable Term B Lenders make the Second Amendment Term B Loans on the Second Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Second Amendment Term B Lender thereof. Not later than 12:00 Noon, New York City time, on the Second Amendment Effective Date each Second Amendment Term B Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Second Amendment Term B Loan to be made by such Second Amendment Term B Lender. The Parent Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, at least one Business Day prior to the anticipated Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion)) requesting that the applicable Sixth Amendment Term Lenders make the Sixth Amendment Term Loans on the Sixth Amendment Effective Date and specifying the amount to be borrowed. Upon receipt of such notice, the Administrative Agent shall promptly notify each applicable Sixth Amendment Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Sixth Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion) each Sixth Amendment Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Sixth Amendment Term Loan to be made by such Sixth Amendment Term Lender. The Administrative Agent shall credit the account of the U.S. Parent Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A B Lenders in immediately available funds.
(b) The Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time), (a) three Business Days prior to the requested Borrowing Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available funds.
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Procedure for Term Loan Borrowing. (a) The U.S. To request the lending of the Tranche B Term Loans, the Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Loan Lenders make the U.S. Term A Loans on the Restatement Effective Closing Date. The Term Loans made on the Closing Date shall initially be Base Rate Loans, and specifying no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the amount to be borroweddate, which is 10 Business Days after the Closing Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each U.S. Tranche B Term A Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. Tranche B Term A Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Tranche B Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit make available to the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Tranche B Term A Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.
(b) The Canadian To request the lending of the Additional Term Loans, the Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent (i) prior to 12:00 Noon10:00 A.M., New York City time), one Business Day prior to the anticipated Borrowing Date, if the Additional Term Loans are to be initially Base Rate Loans, or (aii) prior to 10:00 A.M., New York City time, three Business Days prior to the requested anticipated Borrowing Date, in if the case of CDOR Additional Term Loans and (bare to be initially Eurodollar Loans) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Additional Term A Loan Lenders make the Canadian Additional Term A Loans on the Restatement Effective Date and specifying the amount to be borrowedsuch Borrowing Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Canadian Additional Term A Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective such Borrowing Date each Canadian Additional Term A Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Additional Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit make available to the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Additional Term A Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.
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Procedure for Term Loan Borrowing. (a) The U.S. Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be Base Rate Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower shall give pay to each Tranche B Lender on the Administrative Agent irrevocable notice Closing Date, at such Tranche B Lender's option either (which notice must be received by i) an amount representing original issue debt discount on each such Tranche B Lender's Tranche B Term Loan (the Administrative Agent prior "OID Amount") equal to 12:00 Noon, New York City time), 2.50% of the principal amount of such Tranche B Term ---------- Loan or (ii) an amount representing an additional fee in respect of such Tranche B Lender's Tranche B Term Loan (the "Additional Fee Amount") equal to 2.50% of --------------------- the principal amount of such Tranche B Term Loan. The obligation of each Tranche B Lender to make a Tranche B Term Loan pursuant to paragraph (a) three Business Days prior of this Section 2.2 and the Borrower's obligation to pay the requested Borrowing DateOID Amount or the Additional Fee Amount, in as the case of CDOR Loans and may be, pursuant to this paragraph (b) shall (unless such Tranche B Lender requests that such amount be paid directly to such Tranche B Lender) be netted against each other, such that each such Tranche B Lender shall pay to the date of Borrower the proposed Borrowing Dateamount by which such Tranche B Lender's obligation to make a Tranche B Term Loan pursuant to paragraph (a) exceeds the OID Amount or the Additional Fee Amount, in as the case of Canadian Prime Rate Loans requesting that the Canadian Term A Lenders make the Canadian Term A Loans on the Restatement Effective Date and specifying the amount may be. Amounts payable under this paragraph (b) are in addition to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Term A any other fees or other amounts payable to any Tranche B Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Date each Canadian Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Term A Lenders in immediately available fundsunder this Agreement.
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Procedure for Term Loan Borrowing. (a) The U.S. Borrower ASC shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing anticipated Closing Date, in the case of Eurodollar Loans (and accompanied by a funding indemnity letter in form and substance reasonably acceptable to the Administrative Agent) and (b) the date of the proposed Borrowing Date, in the case of ABR Loans requesting that the U.S. Term A Lenders make the U.S. Term A Loans on the Restatement Effective Date and specifying the amount to be borrowedClosing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each U.S. Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Closing Date each U.S. Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the U.S. Term A Loan or U.S. Term A Loans Loan(s) to be made by such Lender. The Administrative Agent shall credit the account of the U.S. Borrower ASC on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the U.S. Term A Lenders in immediately available funds.
(b) The Canadian Borrower ASC shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time), (a) three one Business Days Day prior to the requested Borrowing Supplemental Term Loan Date, in the case of CDOR Loans and (b) the date of the proposed Borrowing Date, in the case of Canadian Prime Rate Loans requesting that the Canadian Supplemental Term A Lenders make the Canadian Supplemental Term A Loans Loan on the Restatement Effective Date Supplemental Term Loan Date, certifying that a Swap Event of Default has occurred and specifying the amount Supplemental Term Loan Amount and including a copy of the written notice of the occurrence of such Swap Event of Default from the counterparty thereto and of such counterparty's election to be borrowedexercise remedies. Upon receipt of such notice the Administrative Agent shall promptly notify each Canadian Supplemental Term A Lender thereof. Not later than 12:00 Noon, New York City time, on the Restatement Effective Supplemental Term Loan Date each Canadian Supplemental Term A Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Canadian Supplemental Term A Loan or Canadian Term A Loans to be made by such Lender. The Administrative Agent shall credit the account of the Canadian Borrower ASC on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Canadian Supplemental Term A Lenders in immediately available funds.
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