Common use of Requests for Borrowings Clause in Contracts

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 4 contracts

Sources: Revolving Credit Agreement (AZEK Co Inc.), Revolving Credit Agreement (AZEK Co Inc.), Revolving Credit Agreement (AZEK Co Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone in writing (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 12:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or, in the case of any Eurocurrency Borrowing to be made on the Closing Date, such shorter period of time as may be agreed to by the Administrative Agent) or (iib) in the case of an ABR Borrowing, not later than 2:00 12:00 p.m., New York City timeLocal Time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic written Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a the Closing Date or, in the case of an Incremental Term Borrowing, such other Business DayDay set forth in the applicable Incremental Loan Assumption Agreement; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (iv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 3 contracts

Sources: Term Loan Credit Agreement (PHI Group, Inc./De), Term Loan Credit Agreement (Phi Inc), Credit Agreement

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone confirmed promptly by hand delivery or fax to the Administrative Agent of a written Borrowing Request in the form of Exhibit B or any other form approved by the Administrative Agent and signed by a Financial Officer (ia) in the case of a EurocurrencySOFR LIBOR Borrowing, not later than 2:00 p.m.12:00 noon, New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or and (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.12:00 noon, New York City timeLocal Time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether the Type of such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR LIBOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number Applicable Funding Account. Any Borrowing Request that shall fail to specify any of the information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower Parties’ account to which funds are and, if so rejected, will be of no force or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender that will make a Loan as part of the requested Borrowing of the details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 3 contracts

Sources: Credit Agreement (Amerisourcebergen Corp), Term Loan Credit Agreement (Amerisourcebergen Corp), Term Loan Credit Agreement (Amerisourcebergen Corp)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingEach Borrowing of Term Notes, each Borrowing of Variable Notes, each conversion of Term Notes or Variable Notes from one Type to the Borrower other, and each continuation of SOFR Notes shall notify be made upon irrevocable notice by the applicable Issuer to the Administrative Agent. Each such notice must be in writing and must be received by the Administrative Agent of such request (by telephone hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m., Local Time, (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of SOFR Notes denominated in Dollars, (ii) on the requested date of any Borrowing of ABR Notes denominated in Dollars, or (iii) five Business Days prior to the requested day of any Borrowing, conversion or continuation of SOFR Notes denominated in an Alternative Currency (or, in the case of a EurocurrencySOFR Borrowingclause (iii), not such later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before time as shall be acceptable to the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed BorrowingAdministrative Agent). Each such telephonic written notice with respect to a Borrowing Request by the applicable Issuer pursuant to this Section 2.03 shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile delivered to the Administrative Agent in the form of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) Request, appropriately completed and signed by a Responsible Officer of the Borrower. (b) applicable Issuer. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (ia) the Class of such Borrowing; (b) the aggregate principal amount of the requested Borrowing, which amount shall not exceed Availability; (iic) the date of such Borrowing, which shall be a Business Day; (iiid) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (ive) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (f) the currency of such Borrowing; and (vg) the location and number of the Borrower Parties’ applicable Issuer’s account or any other designated account(s) to which funds are to be disburseddisbursed (the “Funding Account”). If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing (unless the requested Borrowing is of Variable Notes denominated in an Alternative Currency, in which case the requested Borrowing shall be ineffective). If no Interest Period is specified with respect to any requested SOFR Borrowing, then the applicable Issuer shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any Borrowing of Variable Notes, then the applicable Issuer shall be deemed to have selected Dollars. The Administrative Agent shall advise each Holder of the details thereof and of the amount of the Note to be made as part of the requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section 2.03 or (y) in the case of any SOFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section 2.03.

Appears in 3 contracts

Sources: Note Purchase Agreement (Indivior Pharmaceuticals, Inc.), Note Purchase Agreement (Indivior Pharmaceuticals, Inc.), Note Purchase Agreement (Indivior PLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m., New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one U.S. Government Securities Business Day before the date of the proposed Borrowing; provided that Borrowing (or, in the case of up to $100 million of ABR Borrowings outstanding of any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing). Each such telephonic Borrowing Request shall be irrevocable (provided that the Borrowing Request in connection with any acquisition or other investment permitted under Section 6.04, may be conditioned on the closing of such acquisition or other investment, as applicable) and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by a Financial Officer of the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information (to the extent applicable, in compliance with Section Sections 2.01 and 2.02:): (i) specifying the aggregate amount Class of the requested Borrowing, which amount shall not exceed Availability; (ii) the currency and the aggregate amount of such Borrowing; (iii) the requested date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing; (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06(a), or, if the Borrowing is being requested to finance the reimbursement of an LC Disbursement in accordance with Section 2.05(e), the identity of the Issuing Bank that made such LC Disbursement; and (vii) that as of such date Sections 4.02(a) and 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any requested Revolving Loan, the Borrower shall be deemed to have selected dollars. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 3 contracts

Sources: Credit Agreement (Resideo Technologies, Inc.), Credit Agreement (Resideo Technologies, Inc.), Credit Agreement (Resideo Technologies, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR EurodollarTerm Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy or email with PDF attachment to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount and currency of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR EurodollarTerm Benchmark Borrowing; (iv) in the case of a EurocurrencySOFR EurodollarTerm Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04.

Appears in 2 contracts

Sources: Credit Agreement (Baker Hughes Holdings LLC), Credit Agreement (Baker Hughes Co)

Requests for Borrowings. (a) To request a Revolving Facility Each Borrowing, each conversion of Loans from one Type to the Borrower other, and each continuation of Eurocurrency Loans shall notify be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone. Each such notice must be received by the Administrative Agent of such request by telephone not later than (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m., 1:00 p.m. (New York City time) three Business Days prior to the requested date of any Borrowing or continuation of Eurocurrency Loans denominated in Dollars or any conversion of ABR Loans to Eurocurrency Loans, (ii) 1:00 p.m. (New York City time) four Business Days prior to the requested date of any Borrowing or continuation of Eurocurrency Loans denominated in an Alternative Currency and (iii) 11:00 a.m. (New York City time) on the requested date of any Borrowing of ABR Loans; provided, however, that if the Borrower wishes to request Eurocurrency Loans having an Interest Period other than one, two, three U.S. Government Securities or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of the proposed Borrowing or (ii) in the case of an ABR such Borrowing, not later than 2:00 p.m.conversion or continuation, New York City time, one Business Day before the date of Administrative Agent shall notify the proposed Borrowing; provided that any such Borrower (which notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given by telephone) whether or not later than 12:00 noon, New York City time, on the date of requested Interest Period has been consented to by all the proposed BorrowingLenders. Each such telephonic Borrowing Request shall be irrevocable and shall notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the Borrower. Each Borrowing of, conversion to or continuation of Eurocurrency Loans shall be a Dollar Equivalent of approximately $1,000,000 or a whole multiple of approximately $500,000 in excess thereof. Except as provided in Section 2.05, each Borrowing of or conversion to ABR Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request substantially (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing of Revolving Loans, a conversion of Revolving Loans from one Type to the other, or a continuation of Eurocurrency Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the currency in which the Loans to be borrowed are to be denominated, (v) the Type of Loans to be borrowed or to which existing Revolving Loans are to be converted and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a Type of Loan in a Borrowing Request or fails to give a timely notice requesting a conversion or continuation, then the applicable Revolving Loans shall be made as, or converted to, ABR Loans (unless the Loan being made or continued is denominated in an Alternative Currency, in which case it shall be made or continued as a Eurocurrency Loan with an Interest Period of one month). Any such automatic conversion to ABR Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Loans. If the Borrower requests a Borrowing of, conversion to, or continuation of Eurocurrency Loans in any such Borrowing Request, but fails to specify an Interest Period (or fails to give a timely notice requesting a continuation of Eurocurrency Loans denominated in an Alternative Currency), it will be deemed to have specified an Interest Period of one month. If no currency is specified in a Borrowing Request, the requested Borrowing shall be in Dollars. (b) Following receipt of a Borrowing Request, the Administrative Agent shall promptly notify each applicable Lender of the amount (and currency) of its pro rata share of the Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each applicable Lender of the details of any automatic conversion to ABR Loans or continuation of Loans denominated in an Alternative Currency described in Section 2.03(a). In the case of each Borrowing, each applicable Lender shall make the amount of its Loan available to the Administrative Agent in Same Day Funds at the Administrative Agent’s Office for Dollars or the applicable Alternative Currency, as the case may be, not later than 9:00 a.m. or, in the form case of Exhibit C ABR Loans, 1:00 p.m. (New York City time, if such Loan is in Dollars, or, otherwise, London time) on the Business Day specified in the applicable Borrowing Request. Upon satisfaction of the conditions set forth in Section 4.02 (and, with respect to Loans, if any, made on the Closing Date, the conditions set forth in Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of the Administrative Agent with such amount in immediately available funds or (ii) wire transfer of such other form funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided that if, on the date a Borrowing Request with respect to a Borrowing of Revolving Loans is given by the Borrower, there are LC Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such LC Borrowings, and second, to the Borrower as provided above. (c) Except as otherwise provided herein, a Eurocurrency Loan may be continued or converted only on the last day of an Interest Period for such Eurocurrency Loan. During the existence of an Event of Default, the Required Lenders may require that no Loans may be converted to or continued as Eurocurrency Loans. (d) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Interest Period for Eurocurrency Loans upon determination of such interest rate. The determination of the Eurocurrency Rate by the Administrative Agent shall be conclusive in the absence of manifest error. At any time that ABR Loans are outstanding, the Administrative Agent shall notify the Borrower and the applicable Lenders of any change in the Administrative Agent’s prime rate used in determining the Base Rate promptly following the public announcement of such change. (e) After giving effect to all Borrowings, all conversions of Loans from one Type to the other, and all continuations of Loans as the same Type, there shall not be more than ten Interest Periods in effect at one time unless otherwise agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (bf) Each Unless the Administrative Agent shall have received notice from a Lender prior to the time of any Borrowing that such telephonic and written Borrowing Request shall specify Lender will not make available to the following information in compliance with Section 2.02: (i) the aggregate amount Administrative Agent such Lender’s portion of the requested such Borrowing, which amount shall not exceed Availability; (ii) the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such BorrowingBorrowing in accordance with paragraph (b) above, which and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If the Administrative Agent shall be a Business Day; have so made funds available, then, to the extent that such Lender shall not have made such portion available to the Administrative Agent, each of such Lender and the Borrower severally agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (ivi) in the case of a EurocurrencySOFR Borrowingthe Borrower, the initial Interest Period interest rate applicable at the time to be applicable theretothe Loans comprising such Borrowing and (ii) in the case of such Lender, which the Overnight Rate plus any administrative, processing, or similar fees customarily charged by the Administrative Agent in accordance with the foregoing. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this Section 2.03(f) shall be a period contemplated conclusive in the absence of manifest error. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the definition Borrower for such period. If such Lender pays its share of the term “Interest Period”; and (v) applicable Borrowing to the location Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing and number the Administrative Agent shall promptly remit to Borrower any amounts previously paid by Borrower in respect of such Borrowing under this Section 2.03. Any payment by the Borrower Parties’ account shall be without prejudice to which funds are any claim the Borrower may have against a Lender that shall have failed to be disbursedmake such payment to the Administrative Agent.

Appears in 2 contracts

Sources: Credit Agreement (Tradeweb Markets Inc.), Credit Agreement (Tradeweb Markets Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date day of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section SECTION 2.02: (i) the aggregate amount and Currency of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such any dollar Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (iv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (v) the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed, which shall comply with the requirements of SECTION 2.

Appears in 2 contracts

Sources: Credit Agreement (Genencor International Inc), Credit Agreement (Genencor International Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, (a) with respect to any initial ABR Borrowing on the Closing Date, the Borrower shall will deliver to the Administrative Agent a Borrowing Request not later than 2:00 p.m., New York City time, one Business Day before the anticipated Closing Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make the Loans on the Closing Date; provided that such Borrowing Request may be conditioned upon occurrence of the Closing Date and (b) with respect to any other Borrowing, the Borrower will notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Eurocurrency Revolving Facility Borrowing, not later than 2:00 1:30 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or such later time as the Administrative Agent may agree in its sole discretion) or (ii) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e2.05(5) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall will be irrevocable and shall will be confirmed promptly by hand delivery delivery, facsimile or facsimile e mail to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) D-1 and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 2 contracts

Sources: Revolving Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such Such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a an executed written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such Request. Such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: Term Loan Credit Agreement, Term Loan Credit Agreement (United Technologies Corp /De/)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent by hand delivery, electronic communication (including Adobe pdf file) or facsimile of such request a written Borrowing Request signed by telephone the Borrower by (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR a Borrowing to finance be made on the reimbursement of an L/C Disbursement as contemplated by Section 2.05(eClosing Date (whether a Eurocurrency Borrowing or ABR Borrowing) may be given not later than 12:00 noon, 11:00 a.m. New York City timetime (or such later time as the Administrative Agent may reasonably agree), on one (1) Business Day prior to the date of the proposed Borrowing, which notice may be subject to the effectiveness of this Agreement. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed permitted by the Borrower. (b) Each such telephonic and written Borrowing Request immediately preceding sentence shall specify the following information in compliance with Section 2.02information: (i) the aggregate amount Class of the requested such Borrowing, which amount shall not exceed Availability; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period;; and (vvi) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06; and (vii) in the case of a Borrowing Request made in respect of a Revolving Loan Borrowing (other than a Revolving Loan Borrowing made on the Closing Date), that as of such date the express conditions in Section 4.02(a) and (b) are satisfied (or waived). If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: First Lien Credit Agreement (GoodRx Holdings, Inc.), First Lien Credit Agreement (GoodRx Holdings, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 1:00 p.m., New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, Local Time. one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile fax to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the location and number of the Borrower’s account to which funds are to be disbursed; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing;; and (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) . If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the location and number Borrower shall be deemed to have selected a Eurocurrency Borrowing with an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 2 contracts

Sources: Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingLoan, the Parent Borrower (on its own behalf or on behalf of any other Borrower) shall notify the Administrative Agent of such request by telephone hand delivery, telecopy or (ipursuant to procedures approved by the Administrative Agent) electronic transmission to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Parent Borrower (a) in the case of a EurocurrencySOFR BorrowingEurocurrency Borrowing denominated in dollars, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of a Eurocurrency Borrowing denominated in an Alternative Currency, not later than 11:00 a.m., New York City time, four Business Days before the date of the proposed Borrowing, or (iic) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount Borrower of the requested Borrowing, which amount shall not exceed Availability; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) in the case of a Eurocurrency Borrowing, the currency in which such Borrowing is to be denominated; and (vvii) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing (i) if such Borrowing is to be denominated in dollars, shall be an ABR Borrowing and (ii) if such Borrowing is to be denominated in an Alternative Currency, shall be a Eurocurrency Borrowing. If no election as to the currency of the requested Borrowing is specified, then the requested Borrowing shall be denominated in dollars. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Parent Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: Credit Agreement (Ralph Lauren Corp), Credit Agreement (Ralph Lauren Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower Company shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities two Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly made by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Company. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (iv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Company’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: Term Loan Agreement (Tyson Foods, Inc.), Term Loan Agreement (Tyson Foods, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower Representative shall notify the Administrative Agent of such request either in writing (delivered by hand or facsimile) in a form approved by the Administrative Agent and signed by a Responsible Officer of the Borrower Representative or by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, not later than (a) (i) in the case of a EurocurrencySOFR Term Benchmark Borrowing, 10:00 a.m., Chicago time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing (or, solely in the case of a Term Benchmark Borrowing on the Effective Date, 10:00 a.m., Chicago time, one (1) U.S. Government Securities Business Day before the Effective Date (or such later time agreed by the Administrative Agent in its sole discretion)) or (ii) in the case of an RFR Borrowing, not later than 2:00 p.m.10:00 a.m., New York City Chicago time, three five (5) U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a CBFR Borrowing, not later than 2:00 p.m.noon, New York City Chicago time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR a CBFR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon9:00 a.m., New York City Chicago time, on the date of the such proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile or facsimile a communication through Electronic System to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by a Responsible Officer of the Borrower. (b) Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.01 and Section 2.02: (i) the name of the applicable Borrower(s); (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be a CBFR Borrowing, a Term Benchmark Borrowing or, if applicable, an ABR Borrowing or a EurocurrencySOFR RFR Borrowing;; and (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) .” If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be a CBFR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Borrower Representative shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 2 contracts

Sources: Credit Agreement (Kodiak Gas Services, Inc.), Credit Agreement (Kodiak Gas Services, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower Company shall notify submit to the Administrative Agent of such request Agent, by telephone email (iin .pdf or .tif format), a completed Borrowing Notice signed by an Authorized Representative (a) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 1:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or one U.S. Government Securities Business Day in the case of any Term SOFR Borrowing to be made on the Closing Date), (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing or (c) if applicable pursuant to Section 3.02, in the case of a Daily Simple SOFR Borrowing, not later than 1:00 p.m., New York City time three U.S. Government Securities Business Days before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.02: (i) the aggregate amount Type of the requested such Borrowing, which amount shall not exceed Availability; (ii) the principal amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Company’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Notice in accordance with this Section (but in any event, if received not later than 3:00 p.m., New York City time, on the same Business Day such Borrowing Notice is received by the Administrative Agent), the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: Term Loan Agreement (V F Corp), Term Loan Agreement (V F Corp)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingBorrowing for a Borrowing Period, the Borrower shall notify the Administrative Agent Lender of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m.10:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, time on the date that is three Business Days prior to the Borrowing Date (other than with respect to the Borrowing to be made for the extension of the proposed BorrowingTermination Date to October 7, 2014, in which case the Borrower has already notified the Lender of such request). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly (no later than one Business Day prior to the Borrowing Date) by hand delivery or facsimile by email to the Administrative Agent representatives of a the Lender referred to in Schedule 2.03 of an 560824274.4 [NEWYORK 2931135_16] executed written Borrowing Request substantially in the form signed by a Responsible Officer of Exhibit C (or such other form as may be agreed between the Borrower and (other than with respect to the Administrative Agent) and signed by Borrowing to be made for the Borrower. (b) extension of the Termination Date to October 7, 2014, in which case the Borrower shall provide its Borrowing Request concurrently with the execution of this Agreement). The Borrower may not give more than one Borrowing Request in respect of a Borrowing Period without the consent of the Lender. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of such Borrowing for such Borrowing Period; provided that the requested Borrowing, which aggregate principal amount of such Borrowing for the Borrowing Period shall not exceed Availabilitythe Commitment for such Borrowing Period as set forth in the Availability Schedule; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”Date; and (viii) the location and number of the account of the Borrower Parties’ account to which funds are to be disbursed, which shall be an account of the Borrower with a commercial bank in the United States of America.

Appears in 2 contracts

Sources: Loan Agreement (Harvest Natural Resources, Inc.), Loan Agreement (Harvest Natural Resources, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower Representative shall notify the Administrative Agent of such request either in writing (delivered by hand or fax) in a form approved by the Administrative Agent and signed by the Borrower Representative or by telephone (i) or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, not later than in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.10:00 a.m., New York City Chicago time, with respect to any U.S. ▇▇▇▇▇▇▇▇, or 10:00 a.m., London time, with respect to any UK Borrower, in each case, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing, in the case of an RFR Borrowing, 11:00 a.m., London time, four (4) Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m.noon, New York City Chicago time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing or Overnight Swingline Rate Loan, as applicable, to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon9:00 a.m., New York City Chicago time, on the date of the such proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, fax or facsimile a communication through Electronic System to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount name of the requested Borrowing, which amount shall not exceed Availabilityapplicable Borrower(s); (ii) the Agreed Currency, the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (a) To request Loans, Borrower Representative shall deliver a Notice of Borrowing to Administrative Agent by 11:00 a.m., Chicago time, with respect to any U.S. Borrower, or 10:00 a.m. London time, with respect to any UK Borrower, in each case, (i) on the requested funding date, in the case of Base Rate Loans, (ii) at least two (2) Business Days prior to the requested funding date, in the case of Term SOFR Loans, and (iii) at least four (4) Business Days prior to the requested funding date, in the case of RFR Loans (or, in each case, such later time as the Administrative Agent may agree to accept such notice in its discretion). Notices received by Administrative Agent after such time shall be deemed received on the next Business Day. Except as otherwise expressly set forth herein, each Notice of Borrowing is irrevocable and must specify (A) the Borrowing amount, (B) the requested funding date of such Borrowing, (which shall shallmust be a Business Day; (iiiiv) (C) whether such Borrowing is to be an ABR Borrowing, a Term Benchmark Borrowing or a EurocurrencySOFR an RFR Borrowing;; and (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 2 contracts

Sources: Credit Agreement (Tetra Technologies Inc), Credit Agreement (Tetra Technologies Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR BorrowingLIBOR Borrowing denominated in US Dollars, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of a LIBOR Borrowing denominated in an Alternative Currency or a EURIBOR Borrowing, not later than 12:00 noon, New York City time, four Business Days before the proposed Borrowing and (iic) in the case of an ABR Borrowing, not later than 2:00 12:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly made by hand delivery or facsimile fax to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by a Financial Officer of the Borrower (or, in the case of any Borrowing denominated in US Dollars, by telephone notification, confirmed promptly by hand delivery or fax to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by a Financial Officer of the Borrower. (b) ). Each such telephonic and or written Borrowing Request shall specify the following information in compliance with Section 2.02: (ia) the aggregate currency (which shall be US Dollars or an Alternative Currency) and the principal amount of the requested such Borrowing, which amount shall not exceed Availability; (iib) the date of such Borrowing, which shall be a Business Day; (iiic) whether if such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR denominated in US Dollars, the Type of such Borrowing; (ivd) in the case of a EurocurrencySOFR LIBOR Borrowing or a EURIBOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (ve) the location and number of the Borrower Parties’ account to which funds are to be disburseddisbursed or, in the case of any ABR Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(e), the identity of the Issuing Bank that made such LC Disbursement. If no currency is specified with respect to any requested Borrowing, then the Borrower shall be deemed to have selected US Dollars. If no election as to the Type of Borrowing denominated in US Dollars is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBOR Borrowing or a EURIBOR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: Credit Agreement (Keysight Technologies, Inc.), Credit Agreement (Agilent Technologies Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone delivering to the Administrative Agent a Borrowing Request (or such other form as may be approved by the Administrative Agent) and signed by the Borrower (i) in the case of a EurocurrencySOFR BorrowingBorrowing consisting of Term Loans, (a) that are SOFR Loans, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days (or, if the proposed Borrowing is on the Closing Date or the Amendment No. 1 Effective Date, one Business Day) before the date of the proposed Borrowing or (b) that are ABR Loans, not later than 11:00 A.M., New York City time, on the date of the proposed Borrowing or (ii) in the case of a Borrowing consisting of Revolving Loans, (a) that are SOFR Loans, not later than 12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an that are ABR BorrowingLoans, not later than 2:00 p.m.11:00 A.M., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any that no such notice shall be required for any deemed request of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by provided in Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing2.24(c). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (ia) whether such Borrowing consists of Term Loans or Revolving Loans; (b) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability;, (iic) the date of such Borrowing, which shall be a Business Day; (iiid) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (ive) in the case of a EurocurrencySOFR BorrowingBorrowing consisting of a SOFR Loan, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vf) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be made as an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such L▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 2 contracts

Sources: Credit Agreement (Plains All American Pipeline Lp), Credit Agreement (Plains Gp Holdings Lp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of a EURIBOR Borrowing, not later than 12:00 noon, New York City time, four Business Days before the date of the proposed Borrowing, (c) in the case of a S▇▇▇▇ Borrowing, not later than 11:00 a.m. London time, four Business Days before the date of the proposed Borrowing or and (iid) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed BorrowingBorrowing (or, in each case, such shorter time as the Administrative Agent may agree in its reasonable discretion). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly made by hand delivery delivery, e-mail or facsimile fax to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (approved by or such other form as may be agreed between the Borrower and reasonably acceptable to the Administrative Agent) Agent and signed by a Financial Officer of the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (ia) the aggregate Agreed Currency and the principal amount of the requested such Borrowing, which amount shall not exceed Availability; (iib) the date of such Borrowing, which shall be a Business Day; (iiic) whether if such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR denominated in US Dollars, the Type of such Borrowing; (ivd) in the case of a EurocurrencySOFR SOFR Borrowing or a EURIBOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (ve) the location and number of the Borrower Parties’ account to which funds are to be disburseddisbursed or, in the case of any ABR Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(e), the identity of the Issuing Bank that made such LC Disbursement. If no election as to the currency of a Borrowing is specified, then the requested Borrowing shall be made in US Dollars. If no election as to the Type of Borrowing denominated in US Dollars is specified, then the requested Borrowing shall be a SOFR Borrowing with an Interest Period of one month’s duration. If no Interest Period is specified with respect to any requested SOFR Borrowing or EURIBOR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such L▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Ingersoll Rand Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or fax) in substantially the form of Exhibit F and signed by the Borrower or by telephone (isuch request a “Borrowing Request”) (a) in the case of a EurocurrencySOFR BorrowingEurocurrency Borrowing denominated in Dollars, not later than 2:00 p.m.10:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing; provided that, in the case of a Eurocurrency Borrowing in Dollars to be funded on the Effective Date, not later than 10:00 a.m., New York City time, one Business Day before the Effective Date, (b) in the case of a Eurocurrency Borrowing denominated in an Alternative Currency, not later than 10:00 a.m., New York City time, four Business Days before the date of the proposed Borrowing, (c) in the case of a Eurocurrency Borrowing denominated in a Special Notice Currency, five Business Days before the date of the proposed Borrowing, or (iid) in the case of an ABR Borrowing, not later than 2:00 12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided provided, that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery, fax or electronic delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.01: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; ; (ii) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; ; (iv) the currency of the Loans to be borrowed; and (v) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) .” If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any Borrowing, then the Borrowings so requested shall be made in Dollars. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Incremental Facility Amendment (Jamf Holding Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone confirmed promptly by email (iin .pdf format) or fax to the Administrative Agent of a written Borrowing Request in the form of Exhibit B or any other form approved by the Administrative Agent and signed by a Financial Officer (a) in the case of a EurocurrencySOFR LIBOR Borrowing, not later than 2:00 1:00 p.m., New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or and (iib) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether the Type of such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR LIBOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number Applicable Funding Account. Any Borrowing Request that shall fail to specify any of the information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower Parties’ account to which funds are and, if so rejected, will be of no force or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender that will make a Loan as part of the requested Borrowing of the details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Amerisourcebergen Corp)

Requests for Borrowings. The Borrower Representative shall deliver by hand, facsimile or email (awith telephonic confirmation) To request a Revolving Facility Borrowing, the Borrower shall notify to the Administrative Agent of such request by telephone an executed written Borrowing Request for (ix) in the case of a EurocurrencySOFR Borrowing, Closing Date Loans to be made not later than 2:00 p.m.11:00 a.m., New York City timetime at least two (2) Business Days (or such short number of days as may be agreed to by the Administrative Agent and each Lender) prior to the Closing Date, three U.S. Government Securities (y) the First Delayed Draw Loans not later than 11:00 a.m., New York City time at least five (5) Business Days before the date of the proposed Borrowing or of the First Delayed Draw Loans and (iiz) in the case of an ABR Borrowing, Second Delayed Draw Loans not later than 2:00 p.m.11:00 a.m., New York City time, one time at least five (5) Business Day Days before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed BorrowingSecond Delayed Draw Loans. Each Any such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a an executed written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Request. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: information: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii1) the date of such Borrowing, which shall be a Business Day; ; (iii2) the name of the Borrower to whom funds are to be disbursed; (3) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”Closing Date Loans, First Delayed Draw Loans or Second Delayed Draw Loans; and (v4) the amount of such Borrowing in accordance with Section 2.02; and (5) the location and number of the Borrower Parties’ account account(s) to which funds are to be disbursed.

Appears in 1 contract

Sources: Restructuring Support Agreement (Starry Group Holdings, Inc.)

Requests for Borrowings. (a) To request a Each Borrowing in respect of any Term Facility, each Borrowing in respect of any Additional Revolving Facility BorrowingFacility, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of SOFR Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent (provided that notices in respect of Term Loan Borrowings and/or Additional Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the closing of the Merger and (y) to be made in connection with any permitted acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such request acquisition, investment or repayment or redemption of Indebtedness). Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tiff”)) not later than (i) 2:00 p.m. three (3) U.S. Government Securities Business Days prior to the requested day of any Borrowing, conversion or continuation of SOFR Loans (or one (1) U.S. Government Securities Business Day in the case of a EurocurrencySOFR Borrowingany Borrowing of SOFR Loans to be made on the Closing Date) or (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that (x) if the Borrower wishes to request Initial Delayed Draw Term Loans, the applicable notice from the Borrower must be received by the Administrative Agent not later than (i) 2:00 p.m. three (3) U.S. Government Securities Business Days prior to the requested date of such Borrowing of SOFR Loans or (ii) 2:00 p.m. one (1) Business Day to prior the requested date of such Borrowing of ABR Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and (y) if the Borrower wishes to request SOFR Loans having an Interest Period of other than one (1), two (2), three (3) or six (6) months in duration as provided in the definition of “Interest Period”, (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 2:00 p.m.p.m. four (4) U.S. Government Securities Business Days prior to the requested date of such Borrowing, New York City timeconversion or continuation (or such later time as shall be reasonably acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to them and (B) not later than 12:00 p.m. three (3) U.S. Government Securities Business Days before the requested date of the proposed Borrowing or (ii) in the case of an ABR such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not later than 2:00 p.m., New York City time, one Business Day before the date of requested Interest Period is available to the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowingappropriate Lenders. Each such written notice (or confirmation of telephonic notice) with respect to a Borrowing Request by the Borrower pursuant to this Section 2.03 shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile delivered to the Administrative Agent in the form of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between approved by the Borrower and Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) ), appropriately completed and signed by a Responsible Officer of the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i1) the Class of such Borrowing; (2) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii3) the date of such Borrowing, which shall be a Business Day; (iii4) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Hillman Solutions Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m., 12:00 noon New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy (or transmitted by electronic communication, if arrangements for doing so have been approved by the Administrative Agent) to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the applicable Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (viv) unless the proceeds of such Borrowing are to be used to consummate the Tender Offer, the location and number of the Borrower Parties’ such Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.03. If no Interest Period is specified with respect to any requested Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Borgwarner Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a completed written Borrowing Request, executed by a Financial Officer of the Borrower, (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing or (c) if applicable pursuant to Section 2.11, in the case of a Daily Simple SOFR Borrowing, not later than 12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) or, in the case of an ABR Borrowingeach case, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such shorter notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement period as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly agreed to by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) ). Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR 18-Month Term Borrowing or a EurocurrencySOFR 3-Year Term Borrowing; (iv) the Type of Loans comprising such Borrowing; (v) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ account to which funds are to be disbursed; and (vii) if the requested Borrowing is conditioned on the occurrence of any event, such event. Each Borrowing Request shall be irrevocable; provided that a Borrowing Request may state that such Borrowing Request is conditioned upon the occurrence of any event, in which case such Borrowing Request may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the requested date of such Borrowing, but not after the funding by the Lenders thereof) if such condition is not satisfied. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such L▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Term Loan Credit Agreement (RTX Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of a Money Market Borrowing, not later than 11:00 a.m., New York City time, two Business Days before the date of the proposed Borrowing (or, in the case of Money Market Loans having a Money Market Maturity Date of six days or less from the relevant date of Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing), or (iic) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.04(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (D-1 attached hereto, or such other form as may be agreed between the Borrower and approved by the Administrative Agent) , and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing, a Eurodollar Borrowing or a EurocurrencySOFR Money Market Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; (v) in the case of a Money Market Borrowing, the Money Market Loan Maturity Date to be applicable thereto, which shall be a date contemplated by the definition of the term "Money Market Maturity Date"; and (vvi) the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed., which shall comply with the requirements of Section

Appears in 1 contract

Sources: Credit Agreement (Home Properties of New York Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, an Authorized Officer of the Borrower applicable Obligor shall notify the Administrative Agent of such request by electronic mail or telephone (iif promptly confirmed by written notice consistent with such telephonic notice) (a) in the case of a EurocurrencySOFR EurodollarSOFR Borrowing, not later than 2:00 p.m.1:00 p.m, New York City time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon9:00 a.m., New York City time, on the date of the proposed Borrowing; provided that any notice of a Swingline Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request or electronically mailed notification shall be irrevocable and shall be confirmed promptly by hand delivery delivery, electronic mail or facsimile telecopy to the Administrative Agent of a written Borrowing Request in substantially in the form of Exhibit C (D or such other form as may be agreed between the Borrower and approved by the Administrative AgentAgent (each, a “Borrowing Request”) and signed by the Borrower. (b) applicable Obligor. Each such telephonic or electronically mailed notification and written Borrowing Request shall specify the following information in compliance with Section 2.02:: 49 (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR EurodollarSOFR Borrowing; (iv) in the case of a EurocurrencySOFR EurodollarSOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ applicable Obligor’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of a Borrowing is specified in the applicable Borrowing Request, then (x) if such Borrowing Request was delivered not later than 1:00 p.m, New York City time, three (3) Business Days before the date of the proposed Borrowing, the requested Borrowing shall be a EurodollarSOFR Borrowing with an Interest Period of one month’s duration, or (y) if such Borrowing Request was delivered after such time, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested EurodollarSOFR Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Revolving Credit Agreement (Millicom International Cellular Sa)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request (a) by telephone irrevocable written notice (ivia a written Borrowing Request in a form approved by the Administrative Agent (including any form on an electric platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City timeLocal Time, three U.S. Government Securities two (2) Business Days before the date of the proposed Borrowing, (b) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent (including any form on an electric platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by such ▇▇▇▇▇▇▇▇, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) not later than four (4) Business Days before the date of the proposed Borrowing in the case of an Alternative Currency Loan or (iic) by telephone in the case of an ABR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in a form approved by the Administrative Agent (including any form of Exhibit C (on an electric platform or such other form electronic transmission system as may shall be agreed between the Borrower and approved by the Administrative Agent) and signed by the applicable Borrower. (b) , or the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower (which shall be the Company in the case of a Sunrise Certain Funds Advance); (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) in the case of a Borrowing denominated in Dollars, whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing (and if a Term SOFR Borrowing, specifying the initial Interest Period applicable thereto) and whether such Borrowing is a Revolving Borrowing or a Delayed Draw Term Loan Borrowing; (ivv) in the case of a EurocurrencySOFR Borrowingan Alternative Currency Loan, the Agreed Currency and initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) in the case of a Revolving Loan, whether such Revolving Loan constitutes a Sunrise Certain Funds Advance; and (vii) (vi) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in Dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing or Alternative Currency Term Rate Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. If the Company requests a Revolving Loan on the Sunrise Acquisition Closing Date but fails to specify whether it is a Sunrise Certain Funds Advance, such Revolving Loan will be deemed to be a Sunrise Certain Funds Advance. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Tapestry, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowingborrowing of Loans, the Borrower Company shall notify submit to the Administrative Agent Agent, by email (in .pdf or .tif format), a completed Borrowing Request signed by a Responsible Officer of such request by telephone the Company (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before prior to the date of the proposed Closing Date (or, in the case of a Term SOFR Borrowing or requested to be made on the Closing Date, such later time as shall be reasonably acceptable to the Administrative Agent), (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date Closing Date or (c) if applicable pursuant to Section 2.15, in the case of a Daily Simple SOFR Borrowing, not later than 11:00 a.m., New York City time, five U.S. Government Securities Business Days prior to the proposed BorrowingClosing Date. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) irrevocable. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing, a Term SOFR Borrowing or or, if applicable pursuant to Section 2.15, a EurocurrencySOFR Daily Simple SOFR Borrowing; (iv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Company’s account (or such other account as shall be reasonably satisfactory to the Administrative Agent) to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Term Credit Agreement (Broadridge Financial Solutions, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingBorrowing of Loans, a Borrower (or the Borrower Agent on behalf of any Borrower) shall notify the Administrative Agent of such request either in writing by delivery of a Borrowing Request (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) signed by such Borrower (or the Borrower Agent on behalf of any Borrower) or by telephone (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that Borrowing (including any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e) may be given 2.06(e)), not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed BorrowingBorrowing (or, in each case, such later time as shall be acceptable to the Administrative Agent). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, fax or facsimile other electronic transmission (including “.pdf” or “.tif”) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C signed by such Borrower (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Agent on behalf of any Borrower. (b) ). Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.01: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (iv) for Borrowings to be made on the Closing Date, whether such Borrowing is to be an ABL Revolving Loan and/or FILO Loan; (v) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower PartiesBorrowers’ account or any other designated account(s) to which funds are to be disburseddisbursed (the “Funding Account”). If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrowers shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s ABL Applicable Percentage or FILO Applicable Percentage of the applicable Loans to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Abl Credit Agreement (Party City Holdco Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Term Borrowing, the Borrower Representative shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a Base Rate Borrowing, by telephone, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date Business Day of the proposed Borrowing; provided, however, that if the Borrower Representative wishes to request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” (i) the applicable request must be received by the Administrative Agent not later than 11:00 a.m. four (4) Business Days prior to the requested date of such Borrowing, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them and (ii) not later than 11:00 a.m., three (3) Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the Borrower Representative (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders and the Administrative Agent. Each such telephonic Borrowing Request shall be irrevocable and (in the case of telephonic requests) shall be confirmed promptly by hand delivery or facsimile electronic means to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) whether such Borrowing is to be a Borrowing of Term B-1-2 Loans or Other Term Loans of a particular Class; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR a Base Rate Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing then the Borrower Representative shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Term Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Adient PLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the a Borrower shall notify provide to the Administrative Agent irrevocable notice of such request request, which may be given by telephone telephone, (ia) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, fax or facsimile emailed pdf to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) such ▇▇▇▇▇▇▇▇. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day and, in the case of a SOFR Borrowing, a U.S. Government Securities Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (iv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ such Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified in a Borrowing Request delivered pursuant to Section 2.03, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then such Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Revolving Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: 364 Day Credit Agreement (Transcontinental Gas Pipe Line Company, LLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request (a) by telephone irrevocable written notice (ivia a written Borrowing Request in a form approved by the Administrative Agent (including any form on an electric platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City timeLocal Time, three U.S. Government Securities two (2) Business Days before the date of the proposed Borrowing, (b) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent (including any form on an electric platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by such ▇▇▇▇▇▇▇▇, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) not later than four (4) Business Days before the date of the proposed Borrowing in the case of an Alternative Currency Loan or (iic) by telephone in the case of an ABR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in a form approved by the Administrative Agent (including any form of Exhibit C (on an electric platform or such other form electronic transmission system as may shall be agreed between the Borrower and approved by the Administrative Agent) and signed by the applicable Borrower. (b) , or the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) in the case of a Borrowing denominated in Dollars, whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing (and if a Term SOFR Borrowing, specifying the initial Interest Period applicable thereto) and whether such Borrowing is a Revolving Borrowing or a Delayed Draw Term Loan Borrowing; (ivv) in the case of a EurocurrencySOFR Borrowingan Alternative Currency Loan, the Agreed Currency and initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in Dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing or Alternative Currency Term Rate Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Tapestry, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, (a) with respect to any initial ABR Borrowing on the Closing Date, the Borrower shall will deliver to the Administrative Agent a Borrowing Request not later than 2:00 p.m., New York City time, one Business Day before the anticipated Closing Date, requesting that the Lenders make the Loans on the Closing Date; provided that such Borrowing Request may be conditioned upon occurrence of the Closing Date and (b) with respect to any other Borrowing, the Borrower will notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Eurocurrency Revolving Facility Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m.10:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e2.05(5) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall will be irrevocable and shall will be confirmed promptly by hand delivery delivery, facsimile or facsimile e mail to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) D-1 and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Fourth Amendment (Neiman Marcus Group LTD LLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or fax) in substantially the form of Exhibit F and signed by the Borrower or by telephone (isuch request a “Borrowing Request”) (a) in the case of a EurocurrencySOFR BorrowingEurocurrency Borrowing denominated in Dollars, not later than 2:00 p.m.10:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing; provided that, in the case of a Eurocurrency Borrowing in Dollars to be funded on the Effective Date, not later than 10:00 a.m., New York City time, one Business Day before the Effective Date, (b) in the case of a Eurocurrency Borrowing denominated in an Alternative Currency, not later than 10:00 a.m., New York City time, four Business Days before the date of the proposed Borrowing, (c) in the case of a Eurocurrency Borrowing denominated in a Special Notice Currency, five Business Days before the date of the proposed Borrowing, or (iid) in the case of an ABR Borrowing, not later than 2:00 12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided provided, that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery, fax or electronic delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.01: (i) i. the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (ii) the ; ii.the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Incremental Facility Amendment (Jamf Holding Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request request, which notice may be given by (A) telephone or (iB) a Borrowing Request; provided that any telephone notice must be confirmed promptly by delivery to the Administrative Agent of a Borrowing Request. Each such notice must be received by the Administrative Agent (a) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Loan Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.05(f) may be given not no later than 12:00 noon2:00 p.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly delivered by hand delivery delivery, facsimile or other electronic transmission (or, if requested by telephone, promptly confirmed in writing by hand delivery, facsimile or other electronic transmission) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may and shall be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) whether the requested Borrowing is to be a Term Loan Borrowing, a Revolving Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request in writing (or by telephone promptly confirmed in writing) (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such written notice or written confirmation of telephonic notice (each a "Notice of Borrowing Request Request") shall be irrevocable and shall be confirmed promptly signed and delivered by hand delivery or facsimile the Borrower to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall F appropriately completed to specify the following information in compliance with Section 2.02: (i) whether the requested Borrowing is to be a Revolving Borrowing, a B Term Borrowing or an Incremental Term Loan Borrowing (in which case such notice shall set forth the respective Class of Incremental Term Loans to be incurred pursuant to such Borrowing); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (ivv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (vvi) the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed., which shall comply with the requirements of Section

Appears in 1 contract

Sources: Credit Agreement (Fleming Companies Inc /Ok/)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (ia) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 1:00 p.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by a Responsible Officer of the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (iv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed.. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing. ​ ​

Appears in 1 contract

Sources: Credit Agreement (Ugi Corp /Pa/)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request (a) by telephone irrevocable written notice (ivia a written Borrowing Request in a form approved by the Administrative Agent (including any form on an electric platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City timeLocal Time, three U.S. Government Securities two (2) Business Days before the date of the proposed Borrowing, (b) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent (including any form on an electric platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by such ▇▇▇▇▇▇▇▇, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) not later than four (4) Business Days before the date of the proposed Borrowing in the case of an Alternative Currency Loan or (iic) by telephone in the case of an ABR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in a form approved by the Administrative Agent (including any form of Exhibit C (on an electric platform or such other form electronic transmission system as may shall be agreed between the Borrower and approved by the Administrative Agent) and signed by the applicable Borrower. (b) , or the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) in the case of a Borrowing denominated in Dollars, whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing (and if a Term SOFR Borrowing, specifying the initial Interest Period applicable thereto); (ivv) in the case of a EurocurrencySOFR Borrowingan Alternative Currency Loan, the Agreed Currency and initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in Dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing or Alternative Currency Term Rate Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Tapestry, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronically (ia) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided that provided, that, (i) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, (ii) to request a Borrowing on the 2021 Effective Date, the Borrower shall notify the Administrative Agent of such request by telephone no later than 5:00 p.m., Local Time, one Business Day prior to the 2021 Effective Date (or such later time as the Administrative Agent may agree) and (iii) any such notice of an Incremental Revolving Borrowing or Incremental Term Borrowing may be given at such time as provided in the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, which may be conditioned upon the consummation of the Merger or, in the case of notice given in respect of Incremental Commitments, ANNEXEXHIBIT A which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or facsimile electronic means to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Successor Agent Appointment and Agency Transfer Agreement (Rackspace Technology, Inc.)

Requests for Borrowings. (a) To request a Borrowing of a Revolving Facility BorrowingLoan, the Borrower Company (on its own behalf or on behalf of the applicable Borrower) shall notify the Administrative Agent of such request (a) by telephone irrevocable written notice (ivia a written Borrowing Request in a form approved by the Administrative Agent and signed by the Company (on its own behalf or on behalf of the applicable Borrower) promptly followed by telephonic confirmation of such request), not later than 11:00 a.m., Local Time, (x) two (2) Business Days (in the case of a EurocurrencySOFR Term SOFR Borrowing) or by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by such ▇▇▇▇▇▇▇▇, not later than 2:00 p.m.or the Company on its behalf), New York City time, (y) three U.S. Government Securities (3) Business Days (in the case of a Foreign Currency Term Rate Borrowing (other than Australian Dollars) or a Foreign Currency Daily Rate Borrowing) and (z) four (4) Business Days (in the case of a Foreign Currency Term Rate Borrowing denominated in Australian Dollars), in each case before the date of the proposed Borrowing or (iib) by telephone in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing; provided, further, that if the Borrower wishes to request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m., Local Time, four (4) Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., Local Time, three (3) Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders and the Administrative Agent. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Company (on its own behalf or on behalf of the applicable Borrower. (b) ). Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower; (ii) the aggregate principal amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing, Foreign Currency Term Rate Borrowing, Foreign Currency Daily Rate Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing or a Foreign Currency Term Rate Borrowing, the Agreed Currency and initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07(a). If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in Dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing or Foreign Currency Term Rate Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Heidrick & Struggles International Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request (a) by telephone irrevocable written notice (ivia a written Borrowing Request signed by the Borrower) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City timeLocal Time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) by telephone or by irrevocable written notice (via a written Borrowing Request signed by the Borrower) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed., which shall comply with the requirements of Section

Appears in 1 contract

Sources: Loan Agreement (NetApp, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m., 11:00 a.m. New York City time, three U.S. Government Securities one (1) Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such Such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, telecopy or facsimile electronic mail to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) Each such . Such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (ia) the aggregate amount of the requested BorrowingBorrowing (which shall be the aggregate amount of the Commitments of the Lenders or, which in the case of an Additional Portion of the Loans, the aggregate amount shall not exceed Availabilityof such Additional Portion of the Loans pursuant to Section 2.18 hereunder); (iib) the date of such Borrowing, Borrowing (which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) the Effective Date or, in the case of a EurocurrencySOFR Borrowingan Additional Portion of the Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition Increase Date in respect of the term “Interest Period”exercise of such Additional Portion of the Loans pursuant to Section 2.18 hereunder); and (vc) the location and number Note Sellers to whom the proceeds of the Borrower Parties’ account to which funds are Loans will be deemed to be disburseddelivered (which, in the case of each Lender, shall be the Note Sellers specified for such Lender on Schedule 2.01). Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Exco Resources Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or fax) in a form approved by the Administrative Agent and signed by the Borrower or by telephone (isuch request a “Borrowing Request”) (a) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided provided, that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, e-mail or facsimile fax to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.01: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing;; and (iv) in the case of a EurocurrencySOFR BorrowingTerm SOFR, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) .” If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Roku, Inc)

Requests for Borrowings. (a) Working Capital Borrowings and Term Loan Borrowings. To request a Revolving Facility BorrowingWorking Capital Borrowing or a Term Loan Borrowing for the purposes described in Section 2.1(d)(ii), the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing Borrowing, or (iib) in the case of an ABR a Base Rate Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR a Base Rate Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.4(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing; and provided, further, that the Syndicated Loan to be funded by the Additional Lender described in the proviso to the first sentence of Section 2.5(a) shall not require any notice by Borrower, shall not be included as a Borrowing for the purpose of the limitation in the number of Borrowings outstanding under the proviso at the end of Section 2.5(c), and, subject to Section 2.9(f), if not made on the last day of the Interest Period for the Syndicated Loans prepaid by such new Syndicated Loan, if such Syndicated Loans are Eurodollar Loans, shall have an initial Interest Period equal to the period from the date of funding until the next occurring last day of an Interest Period for an outstanding Syndicated Loan or, if such Interest Period is not available hereunder, shall be a Base Rate Loan. To request a Term Loan Borrowing for the purposes described in Section 2.1(d)(i), Borrower shall notify Administrative Agent of such request as provided in Section 2.10(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the B-1 approved by Administrative Agent) Agent and signed by the Borrower. (b) Borrower and QUALCOMM. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.5: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR a Base Rate Borrowing or a EurocurrencySOFR Eurodollar Borrowing;; and (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period”; and". If no election as to the Type of Working Capital Borrowing or Term Loan Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, Administrative Agent shall advise each Working Capital Lender, in the case of Borrowings of Working Capital Loans, or each Syndicated Lender, in the case of Borrowings of Term Loans, of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing. (vb) Approval by QUALCOMM. QUALCOMM agrees to approve and sign any Borrowing Request for any Working Capital Loan under Section 2.1(a) or Section 2.2(a) or in connection with the issuance, amendment, renewal or extension any Letter of Credit under Section 2.4(b) so long as Borrower shall first have delivered to QUALCOMM a certificate, substantially in the form of Exhibit B-2, signed by an Authorized Officer of Borrower, stating that the requested Borrowing or Letter of Credit will be used to pay or support Permitted Usage Category expenses, which certificate shall include (i) a breakdown (the "Budget Breakdown") by Permitted Usage Category of the amount of expenditures and Letter of Credit support as of such date and (ii) the location amount requested according to the unexpended and number unsupported portion of such 32 Permitted Usage Categories as set forth in the Budget. Each delivery of a Borrowing Request signed by QUALCOMM in accordance with Section 2.6(a), and each delivery of a request for the issuance, amendment, renewal or extension of a Letter of Credit signed by QUALCOMM in accordance with Section 2.4(b), if made in conjunction with any Borrowing under the Syndicated Working Capital Facility (including any Borrowing of Syndicated Working Capital Loans and any Borrowing of Term Loans) or any issuance, amendment, renewal or extension of any Letter of Credit, shall be deemed to constitute (A) a confirmation on the date thereof by QUALCOMM of the Borrower Parties’ account QUALCOMM Guaranty and QUALCOMM's obligations thereunder and (B) a representation and warranty by QUALCOMM on the date thereof as to which funds are to be disbursedthe matters specified in paragraph (d) of Section 5.3 or in paragraph (a) of Section 5.5, as the case may be.

Appears in 1 contract

Sources: Bridge Loan Agreement (Qualcomm Inc/De)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, except as otherwise provided with respect to Loans to be made pursuant to Section 2.04(e), the Borrower Company shall notify the Administrative Agent of such request by telephone or email (ia) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date Business Day of the proposed Borrowing. Each such telephonic or email Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent at its office set forth in Section 9.01 of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) Company. Each such telephonic telephonic, email and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (iv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Company’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Sherwin Williams Co)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by telephone hand or fax) by delivering a Borrowing Request signed by a Responsible Officer of the Borrower or through Electronic System if arrangements for doing so have been approved by the Administrative Agent (ior if an Extenuating Circumstance shall exist, by telephone) not later than (a) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.noon, New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon9:00 a.m., New York City time, on the date of the such proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and each such telephonic Borrowing Request, if permitted, shall be confirmed promptly immediately upon the cessation of the Extenuating Circumstance by hand delivery delivery, facsimile or facsimile a communication through Electronic System to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by a Responsible Officer of the Borrower. (b) . Each such telephonic and written (or if permitted, telephonic) Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing;; and (iv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) .” If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Myriad Genetics Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or Initial Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m., New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one U.S. Government Securities Business Day before the date of the proposed Borrowing; provided that Borrowing (or, in the case of up to $100 million of ABR Borrowings outstanding of any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing). Each such telephonic Borrowing Request shall be irrevocable (provided that the Borrowing Request in connection with any acquisition or other investment permitted under Section 6.04, may be conditioned on the closing of such acquisition or other investment, as applicable) and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by a Financial Officer of the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information (to the extent applicable, in compliance with Section Sections 2.01 and 2.02:): (i) specifying the aggregate amount Class of the requested Borrowing, which amount shall not exceed Availability; (ii) the currency and the aggregate amount of such Borrowing; (iii) the requested date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing; (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06(a), or, if the Borrowing is being requested to finance the reimbursement of an LC Disbursement in accordance with Section 2.05(e), the identity of the Issuing Bank that made such LC Disbursement; and (vii) that as of such date Sections 4.02(a) and 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any requested Revolving Loan, the Borrower shall be deemed to have selected dollars. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Resideo Technologies, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronically (ia) in the case of a EurocurrencySOFR EurocurrencyTerm Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that provided, that, (i) to request a Eurocurrency Borrowing (as defined in this Agreement immediately prior to the Second Amendment) or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 noon, New York City time, one Business Day prior to the Closing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed BorrowingBorrowing and (iii) any such notice of an Incremental Revolving Borrowing or Incremental Term Borrowing may be given at such time as provided in the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, or, in the case of notice given in respect of Incremental Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or facsimile electronic means to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) whether such Borrowing is to be a Borrowing of Term Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans as applicable; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (iiiii) the date of such Borrowing, which shall be a Business Day; ; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR EurocurrencyTerm Benchmark Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.85 Doc#: US1:15347125v11

Appears in 1 contract

Sources: Credit Agreement (Driven Brands Holdings Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request request, which notice may be given by (A) telephone or (iB) a Borrowing Request; provided that any telephone notice must be confirmed promptly by delivery to the Administrative Agent of a Borrowing Request. Each such notice must be received by the Administrative Agent (a) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing (or, in the case of any Term SOFR Borrowing to be made on the Amendment No. 3 Effective Date or the Amendment No. 5 Effective Date, such shorter period of time as may be agreed to by the Administrative Agent) or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Loan Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.05(f) may be given not no later than 12:00 noon2:00 p.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly delivered by hand delivery delivery, facsimile or other electronic transmission (or, if requested by telephone, promptly confirmed in writing by hand delivery, facsimile or other electronic transmission) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may and shall be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) whether the requested Borrowing is to be a Term Loan Borrowing, a Revolving Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06 or, in the case of any ABR Revolving Loan Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), the identity of the Issuing Bank that made such LC Disbursement; and (vii) that, as of the date of such Borrowing, the conditions set forth in Section 4.02(a) and Section 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified as to any Borrowing, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (EverCommerce Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City timeEastern Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a Floating Rate Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City timeEastern Time, on the date Business Day of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, telecopy or facsimile electronic communication to the Administrative Agent Lender of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) approved by Lender and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR the Type of Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Prime Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then Borrower shall be deemed to have selected an Interest Period of one month’s duration.

Appears in 1 contract

Sources: Credit Agreement (Rocket Companies, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or Term Borrowing, the Borrower shall notify the First Lien Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing or RFR Borrowing, not later than 2:00 p.m., New York City timetime (or London, England time in the case of any Term Benchmark Revolving Borrowing or RFR Borrowing in an Alternative Currency (other than Canadian Dollars)), three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing (or, in the case of any Term Benchmark Borrowing or RFR Borrowing to be made on the Effective Date or, the Second Incremental Amendment Effective Date or the Third Incremental Amendment Effective Date, one (1) Business Day) or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of Business Day prior to the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the First Lien Administrative Agent of a written Borrowing Request signed by the Borrower substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Q. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: information: (i) whether the requested Borrowing is to be a Revolving Borrowing, a Term Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; ; (iiiii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Credit Agreement (LivaNova PLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing (other than in respect of a Swingline Loan) or Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Borrowing, SOFR Borrowing (other than any SOFR Borrowing to be made on the Second A&R Effective Date) not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date day of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by a Responsible Officer of the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information (to the extent applicable, in compliance with Section Sections 2.01 and 2.02:): (i) the aggregate amount of whether the requested Borrowing is to be a Revolving Borrowing or a Term Borrowing, which amount shall not exceed Availability; (ii) the aggregate amount of such Borrowing; (iii) the requested date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (ivv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05(a), or, if the Borrowing is being requested to finance the reimbursement of an LC Disbursement in accordance with Section 2.04(e), the identity of the Issuing Bank that made such LC Disbursement; and (vii) that as of such date the conditions in Sections 4.02(a) and 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Comtech Telecommunications Corp /De/)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 1:00 p.m., New York City timeLocal Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or (ii) in such shorter period as the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) Administrative Agent may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowingagree). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in a form approved by the form Administrative Agent, appropriately completed and signed by a Responsible Officer of Exhibit C (the Borrower, or such other form as may be agreed between approved by the Borrower and Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) and signed by the Borrower. (b) ). Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (viv) the location and number of the Borrower Parties’ account to which funds are to be disbursed. If no Interest Period is specified with respect to any requested Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: 364 Day Bridge Loan Agreement

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or, in the case of any Eurocurrency Borrowing to be made on the Effective Date, such shorter period of time as may be agreed to by the Administrative Agent) or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date day of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a an executed written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Request. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) whether the requested Borrowing is to be a Term Borrowing, an Incremental Term Borrowing of a particular Series or a Revolving Borrowing; (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; ; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Credit Agreement (NCR Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower Representative shall notify the Administrative Agent of such request either in writing (delivered by telephone hand or fax) by delivering a Borrowing Request signed by a Responsible Officer of the Borrower Representative or through Electronic System if arrangements for doing so have been approved by the Administrative Agent (ior if an Extenuating Circumstance shall exist, by telephone) not later than (a) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.10:00 a.m., New York City Chicago time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR CBFR Borrowing, not later than 2:00 p.m.noon, New York City Chicago time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR CBFR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon9:00 a.m., New York City Chicago time, on the date of the such proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and each such telephonic Borrowing Request, if permitted, shall be confirmed promptly immediately upon the cessation of the Extenuating Circumstance by hand delivery delivery, facsimile or facsimile a communication through Electronic System to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by a Responsible Officer of the Borrower. (b) Borrower Representative. Each such telephonic and written (or if permitted, telephonic) Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) the name of the applicable Borrower(s); (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; ; (iiiii) the date of such Borrowing, which shall be a Business Day; ; (iiiiv) whether such Borrowing is to be an ABR CBFR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; ; and (ivv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v.” If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a CBFR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the applicable Borrower(s) shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the location and number Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Nautilus, Inc.)

Requests for Borrowings. (a) To Except for the Initial Borrowing, to request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 1 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 . Any such notices received after 1 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may shall be given not later than 12:00 noon, New York City time, deemed received on the date of the proposed Borrowing. next Business Day, Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall (a) advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing and (b) advise the Borrower of the number of shares of the Borrower's Common Stock that may be purchased as a result of the requested Borrowing through the exercise of the Warrants.

Appears in 1 contract

Sources: Credit Agreement (Cadiz Land Co Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower ▇▇▇▇▇▇▇▇ shall notify the Administrative Agent of such request in writing or by telephone (ia) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 1:00 p.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each Any such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, telecopy or facsimile electronic mail to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) ▇▇▇▇▇▇▇▇. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing;; and (iv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and . If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then Borrower shall be deemed to have selected an Interest Period of one (v1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the location and number Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Kinetik Holdings Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or fax) in substantially the form of Exhibit F and signed by the Borrower or by telephone (isuch request a “Borrowing Request”) (a) in the case of a EurocurrencySOFR BorrowingEurocurrency Borrowing denominated in Dollars, not later than 2:00 p.m.10:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing; provided that, in the case of a Eurocurrency Borrowing in Dollars to be funded on the Effective Date, not later than 10:00 a.m., New York City time, one Business Day before the Effective Date, (b) in the case of a Eurocurrency Borrowing denominated in an Alternative Currency, not later than 10:00 a.m., New York City time, four Business Days before the date of the proposed Borrowing, (c) in the case of a Eurocurrency Borrowing denominated in a Special Notice Currency, five Business Days before the date of the proposed Borrowing, or (iid) in the case of an ABR Borrowing, not later than 2:00 12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided provided, that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery, fax or electronic delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.01: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (iv) the currency of the Loans to be borrowed; and (v) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) .” If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any Borrowing, then the Borrowings so requested shall be made in Dollars. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Jamf Holding Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request request, which notice may be given by (A) telephone or (iB) a Borrowing Request; provided that any telephone notice must be confirmed promptly by delivery to the Administrative Agent of a Borrowing Request. Each such notice must be received by the Administrative Agent (a)(x) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or, in the case of any Term SOFR Borrowing to be made on the Effective Date, such shorter period of time as may be agreed to by the Administrative Agent) or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Loan Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.05(f) may be given not no later than 12:00 noon2:00 p.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly delivered by hand delivery delivery, facsimile or other electronic transmission (or, if requested by telephone, promptly confirmed in writing by hand delivery, facsimile or other electronic transmission) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may and shall be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) whether the requested Borrowing is to be a Term Loan Borrowing, a Revolving Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06 or, in the case of any ABR Revolving Loan Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), the identity of the Issuing Bank that made such LC Disbursement, and (vii) except on the Effective Date, that, as of the date of such Borrowing, the conditions set forth in Section 4.02(a) and Section 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified as to any Borrowing, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: First Lien Credit Agreement (First Advantage Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or a Tranche A Term Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.5(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in a form approved by the Administrative Agent and (x) signed by the Parent Borrower and, in the form case of Exhibit C Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such other form Foreign Subsidiary Borrower, as may be agreed between specified by the Parent Borrower and by prior written notice to the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; ; (iiiv) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Tranche A Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (SPX Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or facsimile) in a Borrowing Request or such other form approved by the Administrative Agent and signed by the Borrower or by telephone (i) in or through Electronic System, if arrangements for doing so have been approved by the case of a EurocurrencySOFR BorrowingAdministrative Agent, not later than 2:00 p.m.10:00 a.m.., New York City time, three U.S. Government Securities ten (10) Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile or facsimile a communication through Electronic System to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day;; and (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing;; and (iv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, thereto (which shall be three months or, at Borrower’s election, coterminous with another Term SOFR Borrowing). Each Borrowing shall be made in Dollars. Promptly following receipt of a period contemplated by Borrowing Request in accordance with this Section, the definition Administrative Agent shall advise each Lender of the term “Interest Period”; and (v) the location details thereof and number of the Borrower Parties’ account to which funds are amount of such ▇▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Lucid Group, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a Floating Rate Borrowing, not later than 2:00 p.m.9:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR a Floating Rate Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e) 2A.5 may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; ; (iiiv) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Swingline Loans, and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Floating Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Developers Diversified Realty Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify deliver to the Administrative Agent of such request by telephone a duly completed Borrowing Request (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iior, in the case of a Borrowing Request with respect to Borrowings to be made on the Effective Date, such later time as shall have been agreed by the Administrative Agent), (b) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing or (c) if applicable pursuant to Section 5.09, in the case of a Daily Simple SOFR Borrowing, not later than 12:00 noon, New York City time, five U.S. Government Securities Business Days before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly signed by hand delivery or facsimile to a Financial Officer of the Administrative Agent of a written Borrower; provided that if such Borrowing Request substantially in is submitted through an Approved Borrower Portal, the form of Exhibit C (or such other form as foregoing signature requirement may be agreed between waived at the Borrower and sole discretion of the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing, a Term SOFR Borrowing or or, if applicable pursuant to Section 5.09, a EurocurrencySOFR Daily Simple SOFR Borrowing; (iv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which which, subject to Section 2.02(f), shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the account of the Borrower Parties’ account to which funds are to be disbursed, which shall comply with the requirements of Section 5.01, or in the case of any ABR Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 4.01(e), the LC Disbursement intended to be reimbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing. Notwithstanding the foregoing, in no event shall the Borrower be permitted to request pursuant to this Section 2.03 prior to a Benchmark Transition Event and Benchmark Replacement Date with respect to the Term SOFR, a Daily Simple SOFR Loan (it being understood and agreed that Daily Simple SOFR shall only apply to the extent provided in Section 5.09(a) or 5.09(b), as applicable).

Appears in 1 contract

Sources: Five Year Revolving Credit Agreement (Zimmer Biomet Holdings, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, except as otherwise provided with respect to Loans to be made pursuant to Section 2.04(e), the Borrower Company shall notify the Administrative Agent of such request by telephone or email (ia) in the case of a EurocurrencySOFR EurodollarSOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date Business Day of the proposed Borrowing. Each such telephonic or email Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent at its office set forth in Section 9.01 of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) Company. Each such telephonic telephonic, email and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR EurodollarSOFR Borrowing; (iv) in the case of a EurocurrencySOFR EurodollarSOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ Company’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested EurodollarSOFR Borrowing, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Sherwin Williams Co)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, Each Borrowing shall be made on notice given by the Borrower shall notify to the Administrative Agent of such request by telephone not later than 11:00 A.M. on (i) the first Business Day, in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date Borrowing of the proposed Borrowing or Base Rate Loans and (ii) the third Business Day, in the case of an ABR Borrowinga Borrowing of Eurodollar Rate Loans, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing prior to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall Such notice may be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of made in a written Borrowing Request writing substantially in the form of Exhibit C (a “Notice of Borrowing”) duly completed or by telephone if confirmed promptly, but in any event at least one Business Day prior to such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Borrowing, with such a Notice of Borrowing. Each such telephonic and written Notice of Borrowing Request shall specify the following information in compliance with Section 2.022.2 or 2.3, as applicable: (i1) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii2) [reserved]; (3) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv4) in the case of a EurocurrencySOFR BorrowingBorrowing of Eurodollar Rate Loans, the initial Interest Period to be applicable theretoto such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period”; (5) the amount of the then effective Revolving Borrowing Base, the current aggregate outstanding principal amount of the Revolving Loans (without regard to the requested Borrowing) and the pro forma aggregate outstanding principal amount of the Revolving Loans (giving effect to the requested Borrowing); and (v6) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed. Each Revolving Loan Borrowing shall be in an amount that is an integral multiple of $50,000 and not less than $250,000.

Appears in 1 contract

Sources: Credit Agreement (Cinedigm Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone or delivery of a Borrowing Request (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in provided that, if such Eurodollar Borrowing is a Borrowing to be made on the case of an ABR BorrowingEffective Date, such request shall be made not later than 2:00 p.m.12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing); provided that any such notice (b) in the case of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given Borrowing, not later than 12:00 noon, New York City time, on the Business Day of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.05(f) must be given not later than 11:00 A.M., New York City time, on the date of the proposed Borrowing; (c) in the case of a Fixed Rate Borrowing denominated in Sterling, Euro or Canadian Dollars, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing; and (d) in the case of a Fixed Rate Borrowing denominated in any other Available Currency, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing or, if different, the number of days before the date of the proposed Borrowing that is standard for the applicable Available Currency in accordance with the Administrative Agent’s standard practice. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, telecopy or facsimile to other electronic platform or electronic transmission approved by the Administrative Agent of a written Borrowing Request substantially in the form of attached hereto as Exhibit C (E or in such other form as may be agreed between approved by the Administrative Agent, signed by a Responsible Officer of the Borrower and delivered to the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02Sections 2.02 and 2.07: (i) the aggregate amount of Whether the requested Borrowing is to be a Revolving Borrowing or a Term Borrowing, which amount shall not exceed Availability; (ii) if the requested Borrowing is a Revolving Borrowing, the currency in which such Borrowing will be denominated; (iii) the aggregate principal amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (iiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Fixed Rate Borrowing; (ivvi) in the case of a EurocurrencySOFR Fixed Rate Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvii) the location and number of the Borrower Parties’ account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Dollar Borrowing. If no Interest Period is specified with respect to any requested Fixed Rate Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (IHS Markit Ltd.)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingTerm Borrowing on the Effective Date, the Borrower shall notify deliver by hand delivery, facsimile or other electronic transmission to the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, an irrevocable written Borrowing Request not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed BorrowingEffective Date. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) the aggregate principal amount of the requested such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (viv) the location and number of the Borrower Parties’ Borrower’s account or accounts to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lend▇▇’▇ Loan to be made as part of the requested Borrowing. (b) Notwithstanding anything to the contrary in this Agreement, any Lender may exchange, continue or rollover all of the portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the Borrower, the Administrative Agent, and such Lender.

Appears in 1 contract

Sources: Bridge Credit Agreement (Viasat Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent Lender of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or and (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile or electronic mail to the Administrative Agent Lender of a written Borrowing Request substantially in the form of Exhibit C (A or such other form as may be agreed between reasonably acceptable to the Borrower and the Administrative Agent) Lender appropriately completed and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) the aggregate principal amount of the requested Borrowing, which amount shall not exceed Availability; ; (ii) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; ; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Unsecured Revolving Credit Agreement (Validus Holdings LTD)

Requests for Borrowings. (a) To request a Revolving Facility ----------------------- Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (i) in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that, except for Interest -------- Borrowings, the Borrower may make only one request for a Borrowing in any single calendar month (it being understood that any such notice of an ABR Borrowing to finance all Borrowings made by the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, Borrower on the same date shall be treated as a single request for a Borrowing for purposes of the proposed Borrowingthis limitation). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of such Borrowing and the requested Borrowinguse of proceeds therefrom (and each written Borrowing Request shall attach copies of the invoices to be paid with such proceeds, which amount shall not exceed Availabilityexcept to the extent such Borrowing is to be applied to pay fees and interest payable hereunder); (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be a LIBOR Borrowing or an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR LIBOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (v) if any proceeds of such Borrowing are to be applied to pay the purchase price of Permitted Third Party Payments or Eligible Agency Plan Payments, the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed, which shall comply with Section 2.

Appears in 1 contract

Sources: Credit Agreement (Leap Wireless International Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronically (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that provided, that, (i) to request a Eurocurrency Borrowing (as defined in this Agreement immediately prior to the Second Amendment) or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 noon, New York City time, one Business Day prior to the Closing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed BorrowingBorrowing and (iii) any such notice of an Incremental Revolving Borrowing or Incremental Term Borrowing may be given at such time as provided in the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, or, in the case of notice given in respect of Incremental Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or facsimile electronic means to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) whether such Borrowing is to be a Borrowing of Term Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans as applicable; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (iiiii) the date of such Borrowing, which shall be a Business Day; ; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing; ; (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.83

Appears in 1 contract

Sources: Credit Agreement (Driven Brands Holdings Inc.)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingBorrowing (other than Swingline Borrowings, which shall be governed by Section 2.10), the applicable Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or delivery, facsimile or, unless otherwise required by the Administrative Agent prior to such delivery, electronic mail (PDF), to the Administrative Agent of a written Borrowing Request in substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) C-1. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.03: (ia) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iib) the date of such Borrowing, which shall be a Business Day; (iiic) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (ivd) a certification as to whether the aggregate amount of Available Cash would exceed $500,000,000; (e) the amount, description, and date of receipt of any net cash proceeds excluded from the calculation of “Available Cash” pursuant to clause (d), (e), (f), or (g) of the definition thereof and the intended purposes of such net cash proceeds (which shall be a purpose permitted under this Agreement); (f) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vg) the location and number of the Borrower Parties’ applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06(a); and (h) at any time prior to the termination of the Non-Extended Facility, the amount of any unused commitments to advance loans under the Non-Extended Facility. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: 5 Year Revolving Credit Agreement (Diamond Offshore Drilling, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronically (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that provided, that, (i) to request a Eurocurrency Borrowing (as defined in this Agreement immediately prior to the Second Amendment) or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 noon, New York City time, one Business Day prior to the Closing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed BorrowingBorrowing and (iii) any such notice of an Incremental Revolving Borrowing or Incremental Term Borrowing may be given at such time as provided in the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, or, in the case of notice given in respect of Incremental Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or facsimile electronic means to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) whether such Borrowing is to be a Borrowing of Term Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans as applicable; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (iiiii) the date of such Borrowing, which shall be a Business Day; ; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing; ; (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.83 Doc#: US1:15347125v11

Appears in 1 contract

Sources: Credit Agreement (Driven Brands Holdings Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the applicable Borrower shall notify the Administrative Agent of such request by telephone (ix)(I) in the case of a EurocurrencySOFR BorrowingTerm SOFR Borrowing denominated in Dollars, not later than 2:00 p.m.11:00 a.m., New York City timeLocal Time, three U.S. Government Securities two (2) Business Days or (II) in the case of a Eurocurrency Borrowing denominated in Euros, not later than 11:00 a.m., Local Time, four (4) Business Days before the date of the proposed Borrowing, unless such Borrower wishes to request an Interest Period for such Borrowing other than one, three or six months in duration as provided in the definition of “Interest Period,” in which case (I) if denominated in Dollars, on the fourth Business Day before each such Term SOFR Borrowing or (iiII) if denominated in Euros, on the fifth Business Day before each such Eurocurrency Borrowing, or (y) in the case of an ABR Borrowing, not later than 2:00 p.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request; provided that any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e2.05(c) may be given not no later than 12:00 p.m., noon, New York City timeLocal Time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable provided that any Borrowing Request may state that it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions (including, in the case of any Borrowing on the Closing Date, the Acquisition), in which case such notice may be revoked by the applicable Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied and (in the case of telephonic requests) shall be confirmed promptly by hand delivery or facsimile electronic means to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the applicable Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) whether such Borrowing is to be a Borrowing of Term B Loans, Other Term Loans or Revolving Facility Loans of a particular Class, as applicable; (ii) the currency and aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing, Term SOFR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing or Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location (which must be in the United States or, in the case of a Foreign Borrower, the jurisdiction of organization of such Foreign Borrower) and number of the Borrower Parties’ account such Borrower’s account, to which funds are to be disbursed. If no election as to the Type of Borrowing denominated in Dollars is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing or Term SOFR Borrowing then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing. (b) Each Lender may, at its option, make any Loan available to Parent or any other Borrower that is a Foreign Subsidiary of Parent by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of such Borrower to repay such Loan in accordance with the terms of this Agreement. (c) Notwithstanding anything to the contrary in this Agreement, any Lender may exchange, continue or rollover all or a portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the applicable Borrower, the Administrative Agent, and such Lender.

Appears in 1 contract

Sources: Credit Agreement (Jazz Pharmaceuticals PLC)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower Company shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.12:00 noon, New York City Boston, Massachusetts time, three U.S. Government Securities Business Days before the date of the proposed Borrowing Borrowing, or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City Boston, Massachusetts time, one Business Day before on the date day of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e2.06(e) may be given not later than 12:00 noon10:00 a.m., New York City timeBoston, Massachusetts time on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) Company. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.03: (i) the aggregate amount of Borrower(s) on whose behalf the requested Company is requesting such Borrowing, which amount shall not exceed Availability; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (ivv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (vvi) the location and number of the Borrower Parties’ Borrowers' account to which funds are to be disbursed, which shall comply with the requirements of Section 2.

Appears in 1 contract

Sources: Credit Agreement (Great Atlantic & Pacific Tea Co Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone or in writing (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy (or other facsimile transmission) to the Administrative Agent of a written Borrowing Request in substantially in the form of Exhibit C (or such other form as may be agreed between provided by the Administrative Agent to the Borrower and signed by a Responsible Officer of the Borrower; provided, however, that if such Borrowing Request is submitted through an Approved Borrower Portal, the foregoing signature requirement may be waived at the sole discretion of the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing; (iv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the account or accounts of the Borrower Parties’ account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6, or, in the case of any Loan requested to finance the reimbursement of drawing under a Letter of Credit as provided in Section 2.4(d), the identity of the Issuing Bank that has honored such drawing. If no election as to the Type of Borrowing is specified with respect to Revolving Loans, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Revolving Credit and Guaranty Agreement (DoorDash, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, a conversion of Loans from one Type to the other or a continuation of Eurocurrency Loans, the Borrower shall notify the Administrative Agent of such request request, which may be given by telephone (i) in the case of a EurocurrencySOFR Borrowingtelephone, not later than 2:00 (i) 1:00 p.m., New York City time, three U.S. Government Securities Business Days before prior to the requested date of the proposed any Borrowing of, conversion to or continuation of Eurocurrency Loans or of any conversion of Eurocurrency Loans to Base Rate Loans, and (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the requested date of any Borrowing of Base Rate Loans; provided, however, that if the proposed Borrower wishes to request Eurocurrency Loans having an Interest Period of twelve months in duration as provided in the definition of “Interest Period,” (x) the applicable notice must be received by the Administrative Agent not later than 1:00 p.m., New York City time, four Business Days prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is available to all of them and (y) not later than 1:00 p.m., New York City time, three Business Days before the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each such telephonic Borrowing Request shall be irrevocable and and, in the case of a telephonic Borrowing Request, shall be confirmed promptly by hand delivery or facsimile telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) E and signed by the Borrower. ; provided that such Borrowing Request may state that it is conditioned upon the occurrence of any specified event, in which case, subject to Section 2.15, such Borrowing Request may be revoked by the Borrower (bby notice to the Administrative Agent on or prior to the date for borrowing specified therein) if such condition is not satisfied. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount Class (or Classes) of the requested Borrowing, Loans to which amount shall not exceed Availabilitysuch Borrowing Request relates; (ii) the aggregate amount of each requested Borrowing, conversion or continuation; (iii) the date of each such Borrowing, conversion or continuation, which shall be a Business Day; (iiiiv) whether each such Borrowing Borrowing, conversion or continuation is to be an ABR a Base Rate Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06; and (vii) whether the Borrower is requesting a new Borrowing, a conversion of Loans from one Type to the other, or a continuation of Eurocurrency Loans. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. In the case of a failure to timely request a conversion or continuation of Eurocurrency Loans, such Loans shall be converted into Base Rate Loans. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing or conversion or continuation of Eurocurrency Loans, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Any automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Loans. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. Except as otherwise provided herein, a Eurocurrency Loan may be continued or converted only on the last day of an Interest Period for such Eurocurrency Loan. During the existence of an Event of Default, the Administrative Agent, at the direction of the Required Lenders, may require that no Loans may be requested as, converted to or continued as Eurocurrency Loans without the consent of the Required Lenders.

Appears in 1 contract

Sources: Restatement Agreement (Cable One, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Mezzanine Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly in a form approved by hand delivery or facsimile to the Administrative Mezzanine Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) , PROVIDED that, without prejudice to Section 2.13, the Borrower shall be permitted to revoke any Borrowing Request related to a Eurodollar Borrowing. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by conform to the definition of the term "Interest Period"; and (v) the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. Promptly following receipt of a Borrowing Request in accordance with this Section, the Mezzanine Agent shall advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Mezzanine Loan Agreement (Chartermac)

Requests for Borrowings. (a) To request a Revolving Facility Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request request, which notice may be given by (A) telephone or (iB) a Borrowing Request; provided that any telephone notice must be confirmed promptly by delivery to the Administrative Agent of a Borrowing Request. Each such notice must be received by the Administrative Agent (a) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or, in the case of any Eurocurrency Borrowing to be made on the Effective Date or the 2021 Refinancing Effective Date, such shorter period of time as may be agreed to by the Administrative Agent) or (iib) in the case of an ABR Borrowing, (x) not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing in the case of a Borrowing that is less than $30,000,000 and (y) not later than 2:00 p.m., New York City time, one three Business Day Days before the date of the proposed BorrowingBorrowing in the case of a Borrowing that is equal to or greater than $30,000,000; provided that any such notice of an ABR Revolving Loan Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.05(f) may be given not no later than 12:00 noon2:00 p.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly delivered by hand delivery delivery, facsimile or other electronic transmission (or, if requested by telephone, promptly confirmed in writing by hand delivery, facsimile or other electronic transmission) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may and shall be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) whether the requested Borrowing is to be a Term Loan Borrowing, a Revolving Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06 or, in the case of any ABR Revolving Loan Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), the identity of the Issuing Bank that made such LC Disbursement, and (vii) except on the Effective Date, that, as of the date of such Borrowing, the conditions set forth in Section 4.02(a) and Section 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified as to any Borrowing, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Cornerstone OnDemand Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (except that with respect to the Tranche B Term Loans requested to be made on the Third Amendment Effective Date, the Borrower may make such request for such Loans not later than 12:00 noon, New York City time, on such date) or (iib) in the case of an ABR Borrowing (other than a Swing Line Borrowing), not later than 2:00 p.m.12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; provided Borrowing (except that any with respect to the Incremental Tranche B-1 Term Loans and (if any) Revolving Loans requested to be made on the Sixth Restatement Effective Date, the Borrower may make such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given request for such Loans not later than 12:00 noon, New York City time, on the date of the proposed Borrowingsuch date). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly (but in no event later than the day on which such telephonic request was made) by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: Borrowing; (i) whether the requested Borrowing is to be a Revolving Borrowing or Term (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (iiiii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR ; Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Credit Agreement (Sinclair Broadcast Group Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, a conversion of Loans from one Type to the other or a continuation of Eurocurrency Loans, the Borrower shall notify the Administrative Agent of such request request, which may be given by telephone (i) in the case of a EurocurrencySOFR Borrowingtelephone, not later than 2:00 (i) 1:00 p.m., New York City time, three U.S. Government Securities Business Days before prior to the requested date of the proposed any Borrowing of, conversion to or continuation of Eurocurrency Loans or of any conversion of Eurocurrency Loans to Base Rate Loans, and (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the requested date of any Borrowing of Base Rate Loans; provided, however, that if the proposed Borrower wishes to request Eurocurrency Loans having an Interest Period of twelve months in duration as provided in the definition of “Interest Period,” (x) the applicable notice must be received by the Administrative Agent not later than 1:00 p.m., New York City time, four Business Days prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is available to all of them and (y) not later than 1:00 p.m., New York City time, three Business Days before the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each such telephonic Borrowing Request shall be irrevocable and and, in the case of a telephonic Borrowing Request, shall be confirmed promptly by hand delivery or facsimile telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) E and signed by the Borrower. ; provided that such Borrowing Request may state that it is conditioned upon the occurrence of any specified event, in which case, subject to Section 2.15, such Borrowing Request may be revoked by the Borrower (bby notice to the Administrative Agent on or prior to the date for borrowing specified therein) if such condition is not satisfied. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount Class (or Classes) of the requested Borrowing, Loans to which amount shall not exceed Availabilitysuch Borrowing Request relates; (ii) the aggregate amount of each requested Borrowing, conversion or continuation; (iii) the date of each such Borrowing, conversion or continuation, which shall be a Business Day; (iiiiv) whether each such Borrowing Borrowing, conversion or continuation is to be an ABR a Base Rate Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06; (vii) whether the Borrower is requesting a new Borrowing, a conversion of Loans from one Type to the other, or a continuation of Eurocurrency Loans; and (viii) in the case of any Borrowing of Delayed Draw Term A-2 Loans, that the conditions specified in Section 4.03(a), (b) and (c) have been satisfied. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. In the case of a failure to timely request a conversion or continuation of Eurocurrency Loans, such Loans shall be converted into Base Rate Loans. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing or conversion or continuation of Eurocurrency Loans, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Any automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Loans. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. Except as otherwise provided herein, a Eurocurrency Loan may be continued or converted only on the last day of an Interest Period for such Eurocurrency Loan. During the existence of an Event of Default, the Administrative Agent, at the direction of the Required Lenders, may require that no Loans may be requested as, converted to or continued as Eurocurrency Loans without the consent of the Required Lenders.

Appears in 1 contract

Sources: Credit Agreement (Cable One, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or and (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (v) the location and number of the Borrower Parties’ Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested 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.

Appears in 1 contract

Sources: Credit Agreement (Frontier Corp /Ny/)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurocurrency Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a Floating Rate Borrowing, not later than 2:00 p.m.9:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR a Floating Rate Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e) 2A.5 may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; ; (iiiv) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vvi) the location and number of the Borrower Parties’ relevant Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Swingline Loans, and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Floating Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Developers Diversified Realty Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a Base Rate Borrowing or Daily Simple SOFR Borrowing, not later than 2:00 12:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date (which date, in the case of a Daily Simple SOFR Borrowing, shall be a U.S. LEGAL02/46224329v7 Government Securities Business Day) of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable (subject to Section 3.3(b)(v) and the proviso to this sentence) and shall be confirmed promptly signed by hand delivery or facsimile an Authorized Officer; provided that such notice may state that such notice is conditioned upon the effectiveness of a permitted transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent of a written Borrowing Request substantially in on or prior to the form of Exhibit C (or specified effective date) if such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) condition is not satisfied. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; ; (iiiv) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and and (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Term Loan Agreement (Curbline Properties Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent Lender of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., Rochester, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of a Money Market Borrowing, not later than 11:00 a.m., Rochester, New York time, two Business Days before the date of the proposed Borrowing (or, in the case of Money Market Loans having a Money Market Maturity Date of six days or less from the relevant date of Borrowing, not later than 11:00 a.m., Rochester, New York time, on the date of the proposed Borrowing), or (iic) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., Rochester, New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.04(e) may be given not later than 12:00 noon10:00 a.m., Rochester, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent Lender of a written Borrowing Request substantially in the form of Exhibit C (D-1 attached hereto, or such other form as may be agreed between forms approved by the Borrower and the Administrative Agent) Lender, and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Credit Agreement (Home Properties of New York Inc)

Requests for Borrowings. (a) To request a Revolving Facility Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request request, which notice may be given by (A) telephone or (iB) a Borrowing Request; provided that any telephone notice must be confirmed promptly by delivery to the Administrative Agent of a Borrowing Request. Each such notice must be received by the Administrative Agent (a)(x) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing (or, in the case of any Term SOFR Borrowing to be made on the Effective Date, such shorter period of time as may be agreed to by the Administrative Agent) or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Loan Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.05(f) may be given not no later than 12:00 noon2:00 p.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly delivered by hand delivery delivery, facsimile or other electronic transmission (or, if requested by telephone, promptly confirmed in writing by hand delivery, facsimile or other electronic transmission) to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may and shall be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) whether the requested Borrowing is to be a Term Loan Borrowing, a Revolving Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term SOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06 or, in the case of any ABR Revolving Loan Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), the identity of the Issuing Bank that made such LC Disbursement, and (vii) except on the Effective Date, that, as of the date of such Borrowing, the conditions set forth in Section 4.02(a) and Section 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified as to any Borrowing, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such L▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: First Lien Credit Agreement (First Advantage Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower thereof shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing Borrowing, or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., 11:00 a.m. New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e2.04(e) may be given not later than 12:00 noon10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) Borrower thereunder. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (ii) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; ; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated for such a Borrowing by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.22

Appears in 1 contract

Sources: Credit Agreement (Drew Industries Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (ia) in the case of a EurocurrencySOFR Term SOFR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR a Base Rate Borrowing or Daily Simple SOFR Borrowing, not later than 2:00 12:00 p.m., New York City time, one Business Day before on the date (which date, in the case of a Daily Simple SOFR Borrowing, shall be a U.S. Government Securities Business Day) of the proposed Borrowing; provided that any such notice of an ABR a Base Rate Borrowing or Daily Simple SOFR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by Section 2.05(e) 2A.5 may be given not later than 12:00 noon10:00 a.m., New York City time, on the date (which date, in the case of a Daily Simple SOFR Borrowing, shall be a U.S. Government Securities Business Day) of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable (subject to Section 3.3(b)(v) and the proviso to this sentence) and shall be confirmed promptly signed by hand delivery or facsimile an Authorized Officer; provided that such notice may state that such notice is conditioned upon the effectiveness of a permitted transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent of a written Borrowing Request substantially in on or prior to the form of Exhibit C (or specified effective date) if such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) condition is not satisfied. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested such Borrowing, which amount shall not exceed Availability; ; (iiiv) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (ivv) in the case of a EurocurrencySOFR Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and and (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Curbline Properties Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, Each Borrowing shall be made on notice given by the Borrower shall notify to the Administrative Agent of such request by telephone not later than 11:00 A.M. on (i) the first Business Day, in the case of a EurocurrencySOFR Borrowing, not later than 2:00 p.m., New York City time, three U.S. Government Securities Business Days before the date Borrowing of the proposed Borrowing or Base Rate Loans and (ii) the third Business Day, in the case of an ABR Borrowinga Borrowing of Eurodollar Rate Loans, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing prior to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall Such notice may be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of made in a written Borrowing Request writing substantially in the form of Exhibit C (a “Notice of Borrowing”) duly completed or by telephone if confirmed promptly, but in any event at least one Business Day prior to such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Borrowing, with such a Notice of Borrowing. Each such telephonic and written Notice of Borrowing Request shall specify the following information in compliance with Section 2.022.2 or 2.3, as applicable: (i1) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii2) the allocation of requested Borrowing as between Term Loan or Revolving Loan; (3) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Borrowing; (iv4) in the case of a EurocurrencySOFR BorrowingBorrowing of Eurodollar Rate Loans, the initial Interest Period to be applicable theretoto such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period”; (5) in the case of Revolving Loans, the amount of the then effective Revolving Borrowing Base, the current aggregate outstanding principal amount of the Revolving Loans (without regard to the requested Borrowing) and the pro forma aggregate outstanding principal amount of the Revolving Loans (giving effect to the requested Borrowing); and (v6) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed. Each Revolving Loan Borrowing shall be in an amount that is an integral multiple of $50,000 and not less than $250,000.

Appears in 1 contract

Sources: Credit Agreement (Cinedigm Corp.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR EurodollarTerm Benchmark Borrowing, not later than 2:00 p.m.12:00 noon, New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of an RFR Borrowing (to the extent applicable pursuant to Section 2.15), not later than 12:00 noon, New York City time, five U.S. Government Securities Business Days before the date of the proposed Borrowing or x) (iic) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be a Term Borrowing or a Revolving Borrowing, and whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR EurodollarTerm Benchmark Borrowing (or, solely to the extent applicable pursuant to Section 2.15, an RFR Borrowing;); and (iv) in the case of a EurocurrencySOFR EurodollarTerm Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) . If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested EurodollarTerm Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are applicable Class of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing. For the avoidance of doubt, in no event shall the Borrower be permitted to request pursuant to this Section 2.03, prior to a Benchmark Transition Event and Benchmark Replacement Date with respect to the Term SOFR Rate, an RFR Borrowing (it being understood and agreed that Adjusted Daily Simple SOFR shall only apply to the extent provided in Section 2.15).

Appears in 1 contract

Sources: Credit Agreement (Huntington Ingalls Industries, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing or Term Borrowing, the Borrower Representative shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR BorrowingEurocurrency Rate Borrowing denominated in Dollars, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iior, in the case of any Eurocurrency Rate Loan to be made on the Initial Funding Date, such shorter period of time as may be agreed to by the Administrative Agent), (b) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the day of the proposed Borrowing or (c) in the case of a Eurocurrency Rate Borrowing denominated in an Alternative Currency, not later than 11:00 a.m., Local Time, four Business Days before the date of the proposed BorrowingBorrowing (or, in the case of any Eurocurrency Rate Loan to be made on the Initial Funding Date, such shorter period of time as may be agreed to by the Administrative Agent). Each such telephonic Borrowing Request shall be be, in the case of Revolving Borrowings only, irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic delivery or facsimile to the Administrative Agent of a an executed written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Request. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount Borrower of the requested such Borrowing, which amount shall not exceed Availability; (ii) whether the requested Borrowing is to be comprised of Term Loans of any Class and/or Series or Revolving Loans; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (iiiv) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurocurrency Rate Borrowing; (iv) in the case of a EurocurrencySOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ account to which funds are to be disbursed.

Appears in 1 contract

Sources: Incremental Facility Agreement (Ingevity Corp)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, a conversion of Loans from one Type to the other or a continuation of Eurocurrency Loans, the Borrower shall notify the Administrative Agent of such request request, which may be given by telephone (i) in the case of a EurocurrencySOFR Borrowingtelephone, not later than 2:00 (i) 1:00 p.m., New York City time, three U.S. Government Securities Business Days before prior to the requested date of the proposed any Borrowing of, conversion to or continuation of Eurocurrency Loans or of any conversion of Eurocurrency Loans to Base Rate Loans, and (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the requested date of any Borrowing of Base Rate Loans; provided, however, that if the proposed Borrower wishes to request Eurocurrency Loans having an Interest Period of twelve months in duration as provided in the definition of “Interest Period,” (x) the applicable notice must be received by the Administrative Agent not later than 1:00 p.m., New York City time, four Business Days prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is available to all of them and (y) not later than 1:00 p.m., New York City time, three Business Days before the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each such telephonic Borrowing Request shall be irrevocable and and, in the case of a telephonic Borrowing Request, shall be confirmed promptly by hand delivery or facsimile telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative Agent of a written Borrowing Request substantially in the form of attached hereto as Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) E and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the Class of Loans to which such Borrowing Request relates; (ii) the aggregate amount of the requested Borrowing, which amount shall not exceed Availabilityconversion or continuation; (iiiii) the date of such Borrowing, conversion or continuation, which shall be a Business Day; (iiiiv) whether such Borrowing Borrowing, conversion or continuation is to be an ABR a Base Rate Borrowing or a EurocurrencySOFR Eurocurrency Borrowing; (ivv) in the case of a EurocurrencySOFR Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and; (vvi) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06; and (vii) whether the Borrower is requesting a new Borrowing, a conversion of Loans from one Type to the other, or a continuation of Eurocurrency Loans. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. In the case of a failure to timely request a conversion or continuation of Eurocurrency Loans, such Loans shall be converted into Base Rate Loans. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing or conversion or continuation of Eurocurrency Loans, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Any automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Loans. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. Except as otherwise provided herein, a Eurocurrency Loan may be continued or converted only on the last day of an Interest Period for such Eurocurrency Loan. During the existence of an Event of Default, the Administrative Agent, at the direction of the Required Lenders, may require that no Loans may be requested as, converted to or continued as Eurocurrency Loans without the consent of the Required Lenders.

Appears in 1 contract

Sources: Credit Agreement (Cable One, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Administrative Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or facsimile) in a form approved by the Administrative Agent and signed by the Administrative Borrower or by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, not later than (ia) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City Houston, Texas time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing Borrowing, (b) in the case of an RFR Borrowing, not later than 11:00 a.m., Houston, Texas time, five (5) U.S. Government Securities Business Days before the date of the proposed Borrowing, or (iic) in the case of an ABR BorrowingBorrowing or a Swingline Loan, not later than 2:00 p.m.noon, New York City Houston, Texas time, one Business Day before on the date of the proposed Borrowing; provided that any no such notice shall be required for any deemed request of an ABR Borrowing to finance the reimbursement of an L/C LC Disbursement as contemplated by provided in Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing2.06(e). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile or facsimile a communication through Electronic System to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Administrative Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) The name of the applicable Borrower(s); (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing, which amount shall not exceed Availability; (iiiii) the date of such Borrowing, which shall be a Business Day; (iiiiv) whether such Borrowing is to be an ABR Borrowing Borrowing, a Term Benchmark Borrowing, to the extent then applicable, an RFR Borrowing, or a EurocurrencySOFR Swingline Loan; provided that if, in accordance with Section 2.05, the Swingline Lender elects not to make a Swingline Loan, the requested Borrowing shall be deemed to be an ABR Borrowing;; and (ivv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and .” If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Administrative Borrower shall be deemed to have selected an Interest Period of one (v1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the location and number Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such L▇▇▇▇▇’s Loan to be disbursedmade as part of the requested Borrowing. Notwithstanding anything to contrary herein, for any Borrowing to be made on the Effective Date, the Administrative Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or facsimile) in a form approved by the Administrative Agent and signed by the Administrative Borrower or by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, not later than (x) in the case of a Term Benchmark Borrowing, 11:00 a.m., Houston, Texas time, one (1) U.S. Government Securities Business Day before the Effective Date (or such shorter period as the Administrative Agent may determine in its sole discretion) or (y) in the case of an ABR Borrowing or a Swingline Loan, noon, Houston, Texas time, on the Effective Date.

Appears in 1 contract

Sources: Credit Agreement (Archrock, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request (a) by telephone irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower, promptly followed by telephonic confirmation of such request) (i) in the case of a EurocurrencySOFR Term Benchmark Borrowing, not later than 2:00 p.m.11:00 a.m., New York City timeTime, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing Borrowing, or (iib) by telephone in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request pursuant to clause (b) in the preceding sentence shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) the aggregate principal amount of the requested Borrowing, which amount shall not exceed Availability; ; (ii) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Term Benchmark Borrowing; ; (iv) in the case of a EurocurrencySOFR Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and and (v) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed., which shall comply with the requirements of Section

Appears in 1 contract

Sources: Term Loan Credit Agreement (Masco Corp /De/)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent in writing of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 1:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 1:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) and signed by the Borrower. (b) Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing;; and (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) . If no election as to the location and number Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the Borrower Parties’ account to which funds are details thereof and of the amount of such Lender’s Loan to be disbursedmade as part of the requested Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Apache Corp)

Requests for Borrowings. (a) To request a Revolving Facility BorrowingBorrowing (other than a continuation or conversion, which is governed by Section 2.05), the Borrower shall notify the Administrative Agent of such request by telephone (ior, by e-mail in accordance with Section 9.01)delivering a Borrowing Request substantially in the form of Exhibit B and signed by a Responsible Officer of the Borrower: (a) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by e-mail, hand delivery or facsimile telecopy to the Administrative Agent of a written Borrowing Request substantially in the form of Exhibit C (or such other form as may be agreed between the Borrower and the Administrative Agent) B and signed by the Borrower. (b) . Each such telephonic telephonic, electronic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing and the Class of such Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account or such other account or accounts designated in writing by the Borrower Parties’ account to which funds are to be disbursed., which shall comply with the requirements of Section 2.04

Appears in 1 contract

Sources: Credit Agreement (Integrated Device Technology Inc)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, an Authorized Officer of the Borrower applicable Obligor shall notify the Administrative Agent of such request by electronic mail or telephone (iif promptly confirmed by written notice consistent with such telephonic notice) (a) in the case of a EurocurrencySOFR SOFR Borrowing, not later than 2:00 p.m.1:00 p.m, New York City time, three U.S. Government Securities (3) Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon9:00 a.m., New York City time, on the date of the proposed Borrowing; provided that any notice of a Swingline Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request or electronically mailed notification shall be irrevocable and shall be confirmed promptly by hand delivery delivery, electronic mail or facsimile telecopy to the Administrative Agent of a written Borrowing Request in substantially in the form of Exhibit C (D or such other form as may be agreed between the Borrower and approved by the Administrative AgentAgent (each, a “Borrowing Request”) and signed by the Borrower. (b) applicable Obligor. Each such telephonic or electronically mailed notification and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR SOFR Borrowing; (iv) in the case of a EurocurrencySOFR SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower Parties’ applicable Obligor’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of a Borrowing is specified in the applicable Borrowing Request, then (x) if such Borrowing Request was delivered not later than 1:00 p.m, New York City time, three (3) Business Days before the date of the proposed Borrowing, the requested Borrowing shall be a SOFR Borrowing with an Interest Period of one month’s duration, or (y) if such Borrowing Request was delivered after such time, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Sources: Revolving Credit Agreement (Millicom International Cellular Sa)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ia) in the case of a EurocurrencySOFR Eurodollar Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iib) in the case of an ABR Borrowing, not later than 2:00 p.m.11:00 a.m., New York City time, one the same Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile (or e-mail with a PDF copy attached) to the Administrative Agent of a written Borrowing Request substantially in the a form of Exhibit C (or such other form as may be agreed between the Borrower and approved by the Administrative Agent) Agent and signed by the Borrower. (b) . Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: : (i) the aggregate amount of the requested Borrowing, which amount shall not exceed Availability; ; (ii) the date of such Borrowing, which shall be a Business Day; ; (iii) whether such Borrowing is to be an ABR Borrowing or a EurocurrencySOFR Eurodollar Borrowing; ; (iv) in the case of a EurocurrencySOFR Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and and (v) the location and number of the Borrower Parties’ Borrower’s account to which funds are to be disbursed., which shall comply with the requirements of Section

Appears in 1 contract

Sources: Credit Agreement (Horace Mann Educators Corp /De/)