Common use of Swing Loans Clause in Contracts

Swing Loans. Subject to the terms and conditions hereof and relying upon the representations and warranties herein set forth, and in order to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “Swing Loans”) to the Borrower at any time or from time to time after the date hereof to, but not including, the Expiration Date, in an aggregate principal amount up to but not in excess of the Swingline Cap; provided that, after giving effect to each such Loan, (i) the Revolving Facility Usage shall not at any time exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (ii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans].

Swing Loans. Subject to (a) On the terms and subject to the conditions hereof and relying upon the representations and warranties herein set forth, and contained in order to facilitate loans and repayments between Settlement Datesthis Agreement, the Swingline Swing Loan Lender may, at in its optionsole discretion, cancelable at any time for any reason whatsoevermake, make swing in Dollars, loans (the each a “Swing LoansLoan”) otherwise available to the Borrower at any time or under the Facility from time to time after on any Business Day during the period from the date hereof to, but not including, until the Expiration Date, Revolving Credit Termination Date in an aggregate principal amount up at any time outstanding (together with the aggregate outstanding principal amount of any other Swing Loan made by the Swing Loan Lender hereunder) not to but not in excess exceed the Swing Loan Sublimit; provided, however, that (i) the outstanding principal amount of Swing Loans equal to the amount by which the aggregate outstanding principal amount of Swing Loans exceeds $25,000,000 shall be deemed a utilization of the Swingline Cap; provided Revolving Credit Commitment of the Swing Loan Lender (unless otherwise agreed in writing by the Swing Loan Lender and prompt notice of such agreement is given to the Administrative Agent) and (ii) at no time shall the Swing Loan Lender make any Swing Loan to the extent that, after giving effect to each such Swing Loan, (i) the aggregate Revolving Facility Usage shall not at any time Credit Outstandings would exceed the lesser of (a) the Maximum Credit. Each Swing Loan shall be a Base Rate Loan and must be repaid in full within fifteen days after its making or, if sooner, upon any Borrowing Base hereunder and (b) shall in any event mature no later than the Revolving Credit Commitments and (ii) Termination Date. Within the aggregate amount limits set forth in the first sentence of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (ii) and (y) notwithstanding the foregoing clause (xa), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing amounts of Swing Loans complies with repaid may be reborrowed under this clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans]a).

Swing Loans. Subject to the terms and conditions hereof and relying upon the representations and warranties herein set forth, and in order to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “Swing Loans”) to the Borrower at any time or from time to time after the date hereof to, but not including, the Expiration Date, in an aggregate principal amount up to but not in excess of the Swingline Cap; provided that, after giving effect to each such Loan, (i) the Revolving Facility Usage shall not at any time exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (ii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans].

Swing Loans. Subject During the Revolving Availability Period, the Swing Line Lender agrees, subject to the terms and conditions hereof and relying upon the representations and warranties herein set forthforth in this Agreement, and in order to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “a Swing Loans”) Loan or Swing Loans to the Borrower at any time or from time to time time, which Swing Loans: (i) shall be payable on the Swing Loan Maturity Date applicable to each such Swing Loan; (ii) shall be made only in dollars; (iii) shall be made and maintained as ABR Loans; (iv) may be repaid or prepaid and reborrowed in accordance with the provisions hereof; (v) may only be made if after giving effect thereto (A) the date hereof to, but not including, the Expiration Date, in an aggregate principal amount up to but of Swing Loans outstanding does not in excess of exceed the Swingline CapSwing Line Sublimit, and (B) the aggregate Revolving Exposures would not exceed the total Revolving Commitments; provided that(vi) shall not be made if, after giving effect thereto, the Borrower would be required to each such Loan, prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.05(j); and (ivi) the Revolving Facility Usage shall not at be made if the proceeds thereof would be used to repay, in whole or in part, any time exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s requestoutstanding Swing Loan. To request a Swing Loan, the Borrower shall provide notify the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause Swing Line Lender of such request by written notice, not later than 10:00 a.m., New York City time, on the day of such proposed Swing Loan. Each such notice shall be irrevocable and shall specify the requested date (iiwhich shall be a Business Day) and (y) notwithstanding the foregoing clause (x), aggregate principal amount of the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing of requested Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans]Loan.

Swing Loans. Subject to During the Revolving Availability Period, the Swing Line Lender may, on the terms and conditions hereof and relying upon the representations and warranties herein set forth, and forth in order to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoeverthis Agreement, make swing loans (the “a Swing Loans”) Loan or Swing Loans to the Borrower at any time or from time to time time, which Swing Loans: (i) shall be payable on the Swing Loan Maturity Date applicable to each such Swing Loan; (ii) shall be made only in dollars; (iii) may be repaid or prepaid and reborrowed in accordance with the provisions hereof; (iv) may only be made if after giving effect thereto (A) the date hereof to, but not including, the Expiration Date, in an aggregate principal amount up to but of Swing Loans outstanding does not in excess of exceed the Swingline CapSwing Line Sublimit, and (B) the aggregate Revolving Exposures would not exceed the total Revolving Commitments at such time; provided that(v) shall not be made if, after giving effect thereto, the Borrower would be required to each such Loan, prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.05(j); and (ivi) the Revolving Facility Usage shall not at be made if the proceeds thereof would be used to repay, in whole or in part, any time exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s requestoutstanding Swing Loan. To request a Swing Loan, the Borrower shall provide notify the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause Swing Line Lender of such request by written notice, not later than 10:00 a.m., New York City time, on the day of such proposed Swing Loan. Each such notice shall be irrevocable and shall specify the requested date (iiwhich shall be a Business Day) and the aggregate principal amount of the requested Swing Loan. (y) notwithstanding the foregoing clause (xb), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans].

Swing Loans. Subject to all of the terms and conditions hereof hereof, Harrxx Xxxst and relying upon the representations and warranties herein set forth, and in order Savings Bank ("Harrxx Xxxk") agrees to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “"Swing Loans”") to the Borrower at any time or under a swing line of credit from time to time after before the date hereof to, but not including, the Expiration Date, Termination Date in an aggregate principal amount up at any one time outstanding not to but not in excess exceed the lesser of the Swingline Cap; provided that, after giving effect to each such Loan, (i) the Swing Line Commitment then in effect and (ii) the difference between the Revolving Facility Usage Credit Commitments in effect at such time and the aggregate principal amount of all Loans (whether Committed Loans, Swing Loans, or Bid Loans) then outstanding; provided, however, that the aggregate amount of the Committed Loans and Swing Loans outstanding at any one time and owing to Harrxx Xxxk shall not at any time exceed the lesser of (a) the Borrowing Base and (b) the Harrxx Xxxk's Revolving Credit Commitments Commitment then in effect. The Swing Line Commitment shall be available to the Borrower and (ii) may be availed of by the aggregate Borrower from time to time and borrowings thereunder may be repaid and used again during the period ending on the Termination Date. Without regard to the face principal amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s requestSwing Line Note, the actual principal amount at any time outstanding and owing by the Borrower shall provide on account of the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (ii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and Swing Line Note shall be fully entitled to assume (without any further investigation) that each borrowing the sum of all Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans]then or theretofore made thereon less all payments actually received thereon.

Swing Loans. (a) Subject to and upon the terms and conditions hereof and relying upon of this Agreement, during the representations and warranties herein set forthCommitment Period, and in order each Swing Line Lender severally agrees to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “a Swing Loans”) Loan or Swing Loans to the Borrower at any time in an amount equal to one-half (1/2) of the amount or amounts as the Borrower may from time to time after request; provided, that the date hereof to, but Borrower shall not including, request any Swing Loan (and the Expiration Date, Swing Line Lenders shall not be required to make any Swing Loan in an aggregate principal amount up to but not in excess of the Swingline Cap; provided thatevent Borrower makes a request therefor) if, after giving effect to each such Loan, thereto (i) the aggregate outstanding principal amount of all Revolving Facility Usage shall not at any time Loans plus the Swing Line Exposure plus the LC Obligations then outstanding plus the Total Reserved Letter of Credit Amount then in effect plus the Permitted Non-Affiliate Loan Reserve would exceed the Total Revolving Loan Commitments then in effect or (ii) the Swing Line Exposure would exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause Twenty-Seven Million Five Hundred Thousand Dollars (ii$27,500,000) and (y) notwithstanding five and one-half percent (5.5%) of the foregoing clause Total Revolving Loan Commitments (xthe “Maximum Swing Line Amount”); and provided further that such obligation of the Swing Line Lenders shall be contingent on no Bank being a Delinquent Bank or an Insolvent/Seized Bank (provided that the Swing Line Lenders may, in their sole discretion, be entitled to waive this condition). Each Swing Loan shall bear interest based on the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii)Base Rate Option, and shall be fully entitled to assume due and payable (without any further investigation) that each borrowing of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, extent not refinanced as a Revolving Loan as contemplated by Section 2.07(b) hereof) on the Swing Loan Maturity Date applicable thereto. The Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [shall not request that more than one (1) Swing Loans]Loan from each Swing Line Lender be outstanding at any time.

Swing Loans. Subject During the Revolving Facility Availability Period, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.4, may in its sole discretion make a Swing Loan or Swing Loans to the Borrower from time to time on the terms and conditions hereof set forth in this Agreement, which Swing Loans (i) shall be payable on the Swing Loan Maturity Date applicable to each such Swing Loan; (ii) shall be made only in Dollars; (iii) may be repaid or prepaid and relying upon reborrowed in accordance with the representations and warranties herein set forth, and in order to facilitate loans and repayments between Settlement Dates, provisions hereof; (iv) may only be made if after giving effect thereto (A) the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “Swing Loans”) to the Borrower at any time or from time to time after the date hereof to, but not including, the Expiration Date, in an aggregate principal amount up to but of Swing Loans outstanding does not in excess exceed the Swing Line Sublimit, (B) the Revolving Facility Exposure of any Lender shall not exceed such Lender’s Revolving Commitment, and (B) the Swingline CapAggregate Revolving Facility Exposure plus the principal amount of Swing Loans would not exceed the Total Revolving Commitment; provided that(v) shall not be made if, after giving effect to each such Loan, (i) the Revolving Facility Usage shall not at any time exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s requestthereto, the Borrower would be required to prepay Loans or Cash Collateralize Letters of Credit pursuant to Section 5.1(c) hereof; (vi) shall provide not be made if the Administrative Agent calculations and supporting information reasonably satisfactory proceeds thereof would be used to the Administrative Agent showing compliance with clause (ii) repay, in whole or in part, any outstanding Swing Loan; and (yvii) notwithstanding the foregoing clause at no time shall there be more than five (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation5) that each borrowing Borrowings of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans]outstanding hereunder.

Swing Loans. Subject to the terms and conditions hereof and relying upon the representations and warranties herein set forth, and in order to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “Swing Loans”) to the The Borrower at any time or may from time to time after ----------- irrevocably request, by delivering a telephonic notice to the Swingline Lender (which notice shall promptly be confirmed by telecopying a completed Borrowing Request to the Swingline Lender and to the Administrative Agent) that a Borrowing of Swing Loans be made, by 1:00 p.m., New York time, on or before the date hereof to, but not including, the Expiration Datesuch Borrowing is requested, in a minimum amount of $100,000 or an aggregate principal integral multiple thereof, or in the unused amount up to but not in excess of the Swingline Cap; provided thatSwing Loan Commitment Amount. On the terms and subject to the conditions of this Agreement, after giving effect to each such LoanBorrowing shall be comprised of Base Rate Loans, (i) and shall be made on the Revolving Facility Usage Business Day specified in such Borrowing Request. The Swingline Lender shall not at any time exceed make funds in an amount equal to the lesser requested Borrowing available to the Borrower to the accounts the Borrower shall have specified in such Borrowing Request. Each request by the Borrower for a Borrowing of Swing Loans shall be deemed to reaffirm the representations set forth in subsections (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement --- --- Section 5.2.1. The Swingline Lender shall not exceed fund a Borrowing of Swing Loans ------------- if prior to the Applicable Notes Indenture Cap; provided, further, that (x) at date of such Borrowing the Administrative Agent’s request, the Borrower Swingline Lender shall provide have received written notice from the Administrative Agent calculations or any Lender of the existence and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (ii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing continuance of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits an Event of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans]Default.

Swing Loans. Subject During the Revolving Availability Period, the Swing Line Lender agrees, subject to the terms and conditions hereof and relying upon the representations and warranties herein set forthforth in this Agreement, and in order to facilitate loans and repayments between Settlement Dates, the Swingline Lender may, at its option, cancelable at any time for any reason whatsoever, make swing loans (the “a Swing Loans”) Loan or Swing Loans to the Borrower at any time or from time to time time, which Swing Loans: (i) shall be payable on the Swing Loan Maturity Date applicable to each such Swing Loan; (ii) shall be made only in dollars; (iii) shall be made and maintained as ABR Loans; (iv) may be repaid or prepaid and reborrowed in accordance with the provisions hereof; (v) may only be made if after giving effect thereto (A) the date hereof to, but not including, the Expiration Date, in an aggregate principal amount up to but of Swing Loans outstanding does not in excess of exceed the Swingline CapSwing Line Sublimit, and (B) the aggregate Revolving Exposures would not exceed the total Revolving Commitments; provided that(vi) shall not be made if, after giving effect thereto, the Borrower would be required to each such Loan, prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.05(j); and (ivi) the Revolving Facility Usage shall not at be made if the proceeds thereof would be used to repay, in whole or in part, any time exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (ii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s requestoutstanding Swing Loan. To request a Swing Loan, the Borrower shall provide notify the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause Swing Line Lender of such request by written notice, not later than 10:00 a.m., New York City time, on the day of such proposed Swing Loan. Each such notice shall be irrevocable and shall specify the requested date (iiwhich shall be a Business Day) and the aggregate principal amount of the requested Swing Loan. (y) notwithstanding the foregoing clause (xb), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (ii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Swing Loans complies with clause (ii) if the Borrower borrows Swing Loans. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.2 [Swing Loans].