Common use of The Swing Line Clause in Contracts

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 5 contracts

Samples: Credit Agreement (Mueller Group, Inc.), Credit Agreement (Walter Industries Inc /New/), Credit Agreement (Walter Industries Inc /New/)

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The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to may in its sole discretion make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of Revolving Loans and L/C - C-BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender (other than the Swing Line Lender), plus such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of all L/C - C-BA Obligations, plus such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 5 contracts

Samples: Fourth Amended and Restated Credit Agreement (World Fuel Services Corp), Credit Agreement and Joinder Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesagrees (unless it has determined that it is reasonably likely that a Lender holding Revolving Commitments is or shall become a Defaulting Lender on or prior to the time on which the relevant Swing Line Loan is capable of being refinanced in accordance with Section 2.04(c)) may, in its sole discretion and in reliance upon the agreements of the other Lenders holding Revolving Commitments as set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Lender holding a Revolving Lender Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Percentage (with respect to such Lender’s Revolving Share Commitment) times the amount of such Swing Line Loan.

Appears in 5 contracts

Samples: Pledge Agreement (Ryman Hospitality Properties, Inc.), Credit Agreement (Ryman Hospitality Properties, Inc.), Credit Agreement (Ryman Hospitality Properties, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Xxxxxxx Xxxxx Bank USA, in its capacity as Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 5 contracts

Samples: Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the each Swing Line Lender agreesagrees (severally, not jointly), in reliance upon the agreements of the other Revolver Lenders set forth in this Section 2.052.4, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during prior to the Availability Period Termination Date for the Revolver Facility in an aggregate amount not up to exceed at any time outstanding the amount of the such Swing Line SublimitLender’s Swing Line Commitment, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Commitment Percentage of the Outstanding Amount of Revolving Revolver Loans and L/C - BA Obligations Exposure of the Revolving such Revolver Lender acting as Swing Line Lender, may exceed the amount of such Revolving Revolver Lender’s Revolving Credit Revolver Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings aggregate Outstanding Amount of all Swing Line Loans made by the Swing Line Lenders shall not exceed the Aggregate Revolving Credit CommitmentsSwing Line Sublimit, (ii) the Revolver Commitment Usage shall not exceed the Revolver Commitment, and (iiiii) the aggregate Outstanding Amount of the Revolving Revolver Loans of any Revolving Revolver Lender, plus such Revolving Revolver Lender’s Pro Rata Revolving Share Commitment Percentage of the Outstanding Amount of all L/C - BA ObligationsExposure, plus such Revolving Revolver Lender’s Pro Rata Revolving Share Commitment Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Revolver Lender’s Revolving Credit Revolver Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.4, prepay under Section 2.063.2, and reborrow under this Section 2.052.4. Each Swing Line Loan shall be a Base Rate Revolving Daily Floating LIBOR Loan. Immediately upon the making of a Swing Line Loan, each Revolving Revolver Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Revolver Lender’s Pro Rata Revolving Share Commitment Percentage times the amount of such Swing Line Loan. Notwithstanding anything to the contrary in this clause (a), a Swing Line Lender shall not be obligated to make Swing Line Loans (x) at a time when any Revolver Lender is a Defaulting Lender or (y) if such Swing Line Lender reasonably believes that a Revolver Lender will become a Defaulting Lender.

Appears in 4 contracts

Samples: Credit Agreement (Vail Resorts Inc), Credit Agreement (Vail Resorts Inc), Credit Agreement (Vail Resorts Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of the Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 4 contracts

Samples: Credit Agreement (Cole Credit Property Trust III, Inc.), Credit Agreement (Cole Credit Property Trust II Inc), Credit Agreement (Cole Credit Property Trust III, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, but shall not be obligated to, make loans in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans 2.04 in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during until the Availability Period Revolving Credit Termination Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans Outstandings of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limitslimits and subject to the discretion of the Swing Line Lender to make Swing Line Loans, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest until maturity at a rate per annum equal to (i) the sum of the Base Rate plus the Applicable Margin for Base Rate Loans under the Revolving LoanCredit Facility as from time to time in effect or (ii) the Swing Line Lender’s Quoted Rate (computed on the basis of a year of 365/6 days for the actual number of days elapsed). Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 4 contracts

Samples: Credit Agreement (e.l.f. Beauty, Inc.), Credit Agreement (e.l.f. Beauty, Inc.), Credit Agreement (e.l.f. Beauty, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in its discretion, in reliance upon the agreements of the other Domestic Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Domestic Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Domestic Revolving Loans and L/C - BA Obligations of the Domestic Revolving Lender acting as Swing Line Lender, may exceed the amount of such Domestic Revolving Lender’s Domestic Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Loan Cap, (ii) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsLoan Cap, and (iiiii) the aggregate Outstanding Amount of the Domestic Revolving Loans of any Domestic Revolving LenderLender at such time, plus such Domestic Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Domestic Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Domestic Revolving Lender’s Domestic Revolving Credit Commitment, and provided, further, that the Borrower Domestic Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and provided further that the Swing Line Lender may refuse, and such refusal shall not be deemed an abuse of the Swing Line Lender’s discretion to make Swing Line Loans as provided herein, to make any Swing Line Loan at any time when any Domestic Revolving Lender is at such time a Defaulting Lender hereunder, unless the Swing Line Lender has entered into satisfactory arrangements with the Lead Borrower or such Domestic Revolving Lender to eliminate the Swing Line Lender’s risk with respect to such Domestic Revolving Lender. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Domestic Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Domestic Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Domestic Revolving Lender’s Pro Rata Revolving Share times Applicable Percentage multiplied by the amount of such Swing Line Loan. The Swing Line Lender shall have all of the benefits and immunities (A) provided to the Agent in Article IX with respect to any acts taken or omissions suffered by the Swing Line Lender in connection with Swing Line Loans made by it or proposed to be made by it as if the term “Agent” as used in Article IX included the Swing Line Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the Swing Line Lender.

Appears in 3 contracts

Samples: Credit Agreement (Rh), Credit Agreement (Rh), Credit Agreement (Rh)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender (less, with respect only to the Alternative Currency Fronting Lender, the aggregate Alternative Currency Risk Participations in all Revolving Loans denominated in Alternative Currencies), plus, with respect only to the Alternative Currency Participating Lenders, such Lender’s Alternative Currency Risk Participations in Revolving Loans denominated in Alternative Currencies advanced by the Alternative Currency Fronting Lender for such Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, (iii) the Outstanding Amount of the Swing Line Loans shall not exceed the Swing Line Sublimit and provided, further, that (iv) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 3 contracts

Samples: Credit Agreement (Health Care Property Investors Inc), Credit Agreement (Hcp, Inc.), Credit Agreement (Hcp, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders holding Revolving Commitments as set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Lender holding a Revolving Lender Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Percentage (with respect to such Lender’s Revolving Share Commitment) times the amount of such Swing Line Loan.

Appears in 3 contracts

Samples: Security Agreement (Gaylord Entertainment Co /De), Credit Agreement (Gaylord Entertainment Co /De), Security Agreement (Gaylord Entertainment Co /De)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Loan Outstanding shall not exceed the Aggregate Revolving Credit CommitmentsCommitments at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 3 contracts

Samples: Credit Agreement (Foresight Energy Partners LP), Credit Agreement (Foresight Energy LP), Credit Agreement

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in its sole and absolute discretion and in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Lead Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Loan Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Adjusted Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Tranche 1 Revolving Credit Commitment and Tranche 2 Revolving Credit Commitment; provided, however, that after giving effect to the making of any Swing Line Loan, Loan (iother than Protective Advances) (A) the Total sum (without duplication) of (I) Tranche 1 Revolving Outstandings Credit Exposure of all Tranche 1 Revolving Credit Lenders plus (II) all Unpaid L/C Lender Amounts of all of the Tranche 1 Revolving Credit Lenders plus (III) all Unpaid Swing Line Loan Amounts of all of the Tranche 1 Revolving Credit Lenders shall not exceed the Aggregate Revolving Credit Commitments, and lesser of (iix) the aggregate Outstanding Amount of Tranche 1 Revolving Credit Commitments and (y) the Tranche 1 Borrowing Base at such time, (B) the Tranche 1 Revolving Loans Credit Exposure of any Tranche 1 Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Credit Lender shall not exceed such Tranche 1 Revolving Credit Lender’s Tranche 1 Revolving Credit Commitment, (C) the sum of (without duplication) (I) the Tranche 2 Revolving Credit Exposure of all Tranche 2 Revolving Credit Lenders plus (II) all Unpaid L/C Lender Amounts of all of the Tranche 2 Revolving Credit Lenders plus (III) all Unpaid Swing Line Loan Amounts of all of the Tranche 2 Revolving Credit Lenders shall not exceed the lesser of (x) the aggregate Tranche 2 Revolving Credit Commitments and (y) the Tranche 2 Borrowing Base at such time, (D) the Tranche 2 Revolving Credit Exposure of any Tranche 2 Revolving Credit Lender shall not exceed such Tranche 2 Revolving Credit Lender’s Tranche 2 Revolving Credit Commitment and (E) the Revolving Credit Exposure of all Revolving Credit Lenders shall not exceed the lesser of (x) the aggregate Revolving Credit Commitments and (y) the Borrowing Base at such time; provided, further, that the Lead Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Lead Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation participations in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such as Tranche 1 Swing Line LoanParticipations and Tranche 2 Swing Line Participations in the manner set forth in Section 2.04(b).

Appears in 3 contracts

Samples: Credit Agreement (Polymer Group Inc), Credit Agreement (Dominion Textile (Usa), L.L.C.), Credit Agreement (Dominion Textile (Usa), L.L.C.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans in U.S. Dollars or Canadian Dollars, at the election of the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share ratable share of the Outstanding Amount of Revolving Loans Committed Loans, Bankers’ Acceptances, BA Equivalent Notes and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans Credit Exposure of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment (other than that of the Swing Line Lender as set forth above), and provided, further, that (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and (z) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each U.S. Dollar Swing Line Loan shall be deemed a Base Rate Loan notwithstanding anything to the contrary in Section 2.09(a)(iv) regarding the interest rate applicable to such Swing Line Loan. Each Canadian Dollar Swing Line Loan shall be a Base Canadian Prime Rate Revolving Loan. Immediately upon the making of a any U.S. Dollar Swing Line Loan, each U.S. Revolving Lender and Multicurrency Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such U.S. Dollar Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Global U.S. Dollar Funding Percentage times the amount of such U.S. Dollar Swing Line Loan; provided, that to the extent that the ratable participation by the U.S. Revolving Lenders and the Multicurrency Revolving Lenders in any U.S. Dollar Swing Line Loan would cause the Revolving Credit Exposure of the Multicurrency Revolving Lenders to exceed the Multicurrency Revolving Lenders’ aggregate Revolving Commitments, the Multicurrency Revolving Lenders shall participate ratably in such U.S. Dollar Swing Line Loan solely to the extent of the Multicurrency Revolving Lenders’ aggregate Revolving Commitments and, thereafter, participation in such U.S. Dollar Swing Line Loan shall be divided ratably among the U.S. Revolving Lenders based upon their U.S. Revolving Commitment Percentages. Immediately upon the making of any Canadian Dollar Swing Line Loan, each Multicurrency Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Canadian Dollar Swing Line Loan in an amount equal to the product of such Multicurrency Revolving Lender’s Multicurrency Revolving Commitment Percentage times the amount of such Canadian Dollar Swing Line Loan. Notwithstanding anything to the contrary contained herein, a Swing Line Loan may not be converted to a LIBOR Rate Loan. The Borrower promises to pay to the Swing Line Lender all amounts due under the Swing Line Loans in accordance with Section 2.08(c) or such earlier date as required hereunder.

Appears in 3 contracts

Samples: Revolving Credit and Term Loan Agreement (Waste Connections, Inc.), Revolving Credit and Term Loan Agreement (Waste Connections, Inc.), Assignment and Assumption (Waste Connections, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderLender (other than a Swing Line Lender acting in its capacity as such), plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, Commitment then in effect; provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times or other applicable share provided for under this Agreement multiplied by the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Beasley Broadcast Group Inc), Credit Agreement (Beasley Broadcast Group Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each The Borrower will have the option to choose whether the Swing Line Loan shall be is a (1) Base Rate Revolving Loan, or a (2) Daily Simple Swing Line Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Equitrans Midstream Corp), Credit Agreement (Equitrans Midstream Corp)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in its sole and absolute discretion and in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower in connection with the Revolving Credit Facility from time to time on any Business Day (other than the Closing Date) during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Loan Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Adjusted Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to the making of any Swing Line Loan, Loan (iother than Protective Advances) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and Availability Conditions would be satisfied; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation participations in such Swing Line Loan as Swing Line Participations in an amount equal the manner set forth in Section 2.04(b). Notwithstanding the foregoing, the Swing Line Lender shall not be obligated to make Swing Line Loans if a Revolving Credit Lender is a Defaulting Lender to the product of such Revolving extent the Swing Line Lender’s Pro Rata Revolving Share times the amount of Fronting Exposure with respect to such Defaulting Lender’s participation in Swing Line LoanLoans has not been Cash Collateralized pursuant to Section 2.17(a)(iv).

Appears in 2 contracts

Samples: Credit Agreement (iHeartMedia, Inc.), Credit Agreement (iHeartMedia, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Credit Suisse AG, Cayman Island Branch, in its capacity as Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Gates Industrial Corp PLC), Credit Agreement (Gates Industrial Corp PLC)

The Swing Line. Subject to the terms and conditions set forth hereinin this Agreement (including, without limitation, Section 4.02), the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsFacility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderCredit Lender at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Standex International Corp/De/), Credit Agreement (Standex International Corp/De/)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower and/or the Co-Borrower identified by Borrower in the applicable Swing Line Loan Notice from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Credit Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitment and (iii) the aggregate Unsecured Debt of the Borrower and the Consolidated Entities (including any requested or pending Credit Extension) shall not exceed the amount permitted pursuant to Section 7.03(a)(ii) hereof, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower and Co-Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Cousins Properties Inc), Credit Agreement (Cousins Properties Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to may in its sole discretion make loans advances (each such loanadvance, a “Swing Line LoanAdvance”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period period from the Effective Date to the Termination Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line LoansAdvances, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans Credit Advances and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line LoanAdvance, (i) the Total Revolving Outstandings aggregate Outstanding Amount of all Advances and all L/C Obligations shall not exceed the Aggregate Revolving Credit CommitmentsFacility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans Credit Advances of any Revolving LenderCredit Lender at such time, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Advances at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, provided further that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan Advance to refinance any outstanding Swing Line LoanAdvance. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan Advance shall be a Base Rate Revolving LoanAdvance. Immediately upon the making of a Swing Line LoanAdvance, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan Advance in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Revolving Share times the amount of such Swing Line LoanAdvance.

Appears in 2 contracts

Samples: Senior Secured Revolving Facility Credit Agreement (Chemtura CORP), Senior Secured Revolving Facility Credit Agreement (Chemtura CORP)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Parent Borrower from time to time on any Business Day during (other than the Availability Period Closing Date) until the Maturity Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lenderother Lender (including its Pro Rata Share of any Euro Loans), plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line LoanCommitment then in effect. Within the foregoing limits, and subject to the other terms and conditions hereof, the Parent Borrower may borrow under this Section 2.052.04 (provided that, in each such case, such Swing Line Loans shall not, after giving effect thereto and to the application of the proceeds thereof, result at such time in the aggregate Revolving Credit Exposures exceeding the lesser of (x) the Borrowing Base and (y) the Aggregate Commitments, in each case as then in effect (subject to Section 2.01(c)), prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Swing Line Loans shall only be denominated in Dollars. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Avaya Inc), Credit Agreement (VPNet Technologies, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Xxxxxxx Xxxxx Lending Partners LLC, in its capacity as Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in its sole discretion and in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Revolving Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - C-BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - C-BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. The Swing Line Lender’s Revolving Commitment shall expire on the Revolving Commitment Termination Date and all Swing Line Loans and all other amounts owed hereunder with respect to the Swing Line Loans and the Revolving Commitments shall be paid in full no later than such date.

Appears in 2 contracts

Samples: Credit Agreement (SunEdison Semiconductor LTD), Credit Agreement (SunEdison Semiconductor LTD)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Company from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Credit Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Herbalife Ltd.), Credit Agreement (Herbalife Ltd.)

The Swing Line. Subject to the terms and conditions set forth herein, the each Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to may in its sole discretion make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that (i) after giving effect to any Swing Line LoanLoan by any Swing Line Lender, (iA) the Total Revolving Outstandings shall not exceed the Aggregate Commitments, (B) the Revolving Credit CommitmentsExposure of any Lender (other than such Swing Line Lender) shall not exceed such Lender’s Commitment, and (iiC) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount amount of all Swing Line Loans made by such Swing Line Lender shall not exceed such Revolving Swing Line Lender’s Revolving Credit Swing Line Commitment, (D) the sum of (I) the aggregate outstanding Swing Line Loans made by such Swing Line Lender, (II) other outstanding Loans made by such Swing Line Lender in its capacity as a Lender, (III) the Applicable Percentage of such Swing Line Lender, as a Lender, of the aggregate outstanding Swing Line Loans made by all other Swing Line Lenders, and provided(IV) the Applicable Percentage of such Swing Line Lender, furtheras a Lender, that in all L/C Obligations shall not exceed the Commitment of such Swing Line Lender, as a Lender, (ii) Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, (iii) Borrower may not request Swing Line Loans to be made by any Swing Line Lender other than Bank of America unless, at the time of the request, the outstanding amount of Swing Line Loans made by Bank of America equals (or after giving effect to a concurrent Swing Line Loan by Bank of America will equal) Bank of America’s Swing Line Commitment in effect at such time, and (iv) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Pultegroup Inc/Mi/), Credit Agreement (Pultegroup Inc/Mi/)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.06, to may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during prior to the Availability Period Revolving Termination Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Usage shall not exceed the Aggregate Revolving Credit CommitmentsCommitments at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.06, prepay under Section 2.062.08, and reborrow under this Section 2.052.06. Each Swing Line Loan shall be a Base Rate Revolving Loanbear interest only at the Swing Line Rate. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Hanger, Inc.), Credit Agreement (Hanger Orthopedic Group Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other USD Revolving Lenders set forth in this Section 2.052.04, to may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable USD Revolving Share Percentage of the Outstanding Amount of USD Revolving Loans and L/C - C-BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such USD Revolving Lender’s USD Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total USD Revolving Outstandings shall not exceed the Aggregate USD Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the USD Revolving Loans of any USD Revolving Lender (other than the Swing Line Lender), plus such USD Revolving Lender’s Pro Rata Applicable USD Revolving Share Percentage of the Outstanding Amount of all L/C - C-BA Obligations, plus such USD Revolving Lender’s Pro Rata Applicable USD Revolving Share Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such USD Revolving Lender’s USD Revolving Credit Commitment, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each USD Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such USD Revolving Lender’s Pro Rata Applicable USD Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during from and including the Availability Period Closing Date until the Maturity Date for the Revolving Credit Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, provided that (i) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment then in effect and (ii) notwithstanding the foregoing, the Swing Line Lender shall not be obligated to make any Swing Line Loans at a time when a Revolving Credit Lender is a Defaulting Lender, unless the Swing Line Lender has entered into arrangements reasonably satisfactory to it and providedthe Borrowers to eliminate the Swing Line Lender’s risk with respect to the Defaulting Lender’s participation in such Swing Line Loans, furtherincluding by cash collateralizing such Defaulting Lender’s Pro Rata Share of the outstanding amount of Swing Line Loans; provided further that, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Swing Line Loans shall only be denominated in Dollars. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Bloomin' Brands, Inc.), Security Agreement (Bloomin' Brands, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Parent Borrower from time to time on any Business Day during (other than the Availability Period Closing Date) until the Maturity Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line LoanCommitment then in effect. Within the foregoing limits, and subject to the other terms and conditions hereof, the Parent Borrower may borrow under this Section 2.05, prepay under Section 2.06, 2.04 and reborrow under this Section 2.04 (provided that, in each such case, such Swing Line Loans shall not, after giving effect thereto and to the application of the proceeds thereof, result at such time in the aggregate Revolving Credit Exposures’ exceeding the lesser of (x) the Borrowing Base and (y) the Aggregate Commitments, in each case as then in effect (subject to Section 2.01(c)) and the Parent Borrower may prepay under Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Swing Line Loans shall only be denominated in Dollars. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Biolectron, Inc.), Credit Agreement (LVB Acquisition, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the each Swing Line Lender agreesagrees (severally, not jointly), in reliance upon the agreements of the other Revolver Lenders set forth in this Section 2.052.4, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during prior to the Availability Period in an aggregate amount not to exceed at any time outstanding Termination Date for the amount of the Swing Line SublimitRevolver Facility, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Commitment Percentage of the Outstanding Amount of Revolving Revolver Loans and L/C - BA Obligations Exposure of the Revolving such Revolver Lender acting as Swing Line Lender, may exceed the amount of such Revolving Revolver Lender’s Revolving Credit Revolver Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings aggregate Outstanding Amount of all Swing Line Loans made by the Swing Line Lenders shall not exceed the Aggregate Revolving Credit CommitmentsSwing Line Sublimit, (ii) the Revolver Commitment Usage shall not exceed the Revolver Commitment, and (iiiii) the aggregate Outstanding Amount of the Revolving Revolver Loans of any Revolving Revolver Lender, plus such Revolving Revolver Lender’s Pro Rata Revolving Share Commitment Percentage of the Outstanding Amount of all L/C - BA ObligationsExposure, plus such Revolving Revolver Lender’s Pro Rata Revolving Share Commitment Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Revolver Lender’s Revolving Credit Revolver Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.4, prepay under Section 2.063.2, and reborrow under this Section 2.052.4. Each Swing Line Loan shall be a Base Rate Revolving Daily Floating LIBOR Loan. Immediately upon the making of a Swing Line Loan, each Revolving Revolver Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Revolver Lender’s Pro Rata Revolving Share Commitment Percentage times the amount of such Swing Line Loan. Notwithstanding anything to the contrary in this clause (a), a Swing Line Lender shall not be obligated to make Swing Line Loans (x) at a time when any Revolver Lender is a Defaulting Lender or (y) if such Swing Line Lender reasonably believes that a Revolver Lender will become a Defaulting Lender.

Appears in 2 contracts

Samples: Credit Agreement (Vail Resorts Inc), Credit Agreement (Vail Resorts Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to may in its sole discretion make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Revolver Percentage of the Outstanding Amount of Revolving Revolver Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving the Swing Line Lender’s Revolving Credit Revolver Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Outstanding Amount of Revolver Committed Loans and Swing Line Loans and L/C Obligations shall not exceed the Aggregate Revolving Credit Revolver Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Revolver Committed Loans of any Revolving Lender (other than the Swing Line Lender), plus such Revolving Lender’s Pro Rata Revolving Share Applicable Revolver Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Revolver Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Revolver Loan Commitment, and provided, further, that (A) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line LoanLoan and (B) Swing Line Loans may not be outstanding for more than ten (10) total Business Days (in the aggregate) during any calendar month period. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Committed Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Revolver Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (Franklin Street Properties Corp /Ma/), Credit Agreement (Franklin Street Properties Corp /Ma/)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to may in its sole discretion, make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (International Game Technology), Credit Agreement (International Game Technology)

The Swing Line. Subject to the terms and conditions set forth herein, the JPMorgan Chase Bank, N.A., in its capacity as Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (La Quinta Holdings Inc.), Credit Agreement (La Quinta Holdings Inc.)

The Swing Line. Subject to the terms and conditions set forth hereinherein and subject to the terms of any Autoborrow Agreement, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Revolving Borrowers, in Dollars, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that (i) after giving effect to any Swing Line Loan, (iA) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsCommitments at such time, and (iiB) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, (ii) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and providedbinding absent manifest error) that it has, furtheror by such Credit Extension may have, that the Fronting Exposure, and (iii) no Revolving Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Revolving Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Rate; provided however, that if an Autoborrow Agreement is in effect, the Swing Line Lender may, at its discretion, provide for an alternate rate of interest on Swing Line Loans under the Autoborrow Agreement with respect to any Swing Line Loans for which the Swing Line Lender has not requested that the Revolving LoanLenders fund Revolving Credit Loans to refinance, or to purchase and fund risk participations in, such Swing Line Loans pursuant to Section 2.04(c). Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (C&J Energy Services Ltd.), Credit Agreement (C&J Energy Services Ltd.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make consider in its sole and absolute discretion making loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the lesser of (A) the Aggregate Commitments, (B) the Unencumbered Pool Value, and (C) the sum of (1) the Term Loan Commitment Amount plus (2) the Revolving Credit CommitmentsCommitment Amount, and (ii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment. The Swing Line is a discretionary, uncommitted facility and provided, further, that Swing Line Lender may terminate or suspend the Swing Line at any time in its sole discretion upon notice to Borrower shall not use the proceeds of any which notice may be given by Swing Line Lender before or after Borrower requests a Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05hereunder. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Credit Agreement (CNL Healthcare Properties, Inc.), Credit Agreement (CNL Healthcare Properties, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Credit Lender acting as Swing Line Lender, may exceed the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Credit Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 2 contracts

Samples: Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans in US Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Company from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (iiiii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Kyphon Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agree to make loans (each such loan, a “Swing Line Loan”) in U.S. Dollars to the Borrower from time to time on any Business Day during (other than the Availability Period Closing Date) until the Business Day prior to the Maturity Date with respect to the Revolving Credit Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender Lenders acting as Swing Line LenderLenders, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving LenderXxxxxx’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving LenderXxxxxx’s Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. IF " DOCVARIABLE "SWDocIDLocation" 2" = "1" " DOCPROPERTY "SWDocID" CG&R Draft Current date: 09/27/2022 11:30 PM 68241056v1" "" Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving LenderXxxxxx’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Duck Creek Technologies, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.06, to may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during prior to the Availability Period Revolving Termination Date in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as a Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Usage shall not exceed the Aggregate Revolving Credit CommitmentsCommitments at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.06, prepay under Section 2.062.08, and reborrow under this Section 2.052.06. Each Swing Line Loan shall be a Base Rate Revolving Loanbear interest only at the Swing Line Rate. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Hanger, Inc.)

The Swing Line. Subject to the terms and conditions set forth hereinin this Agreement (including, without limitation, Section 4.02), the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsFacility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderCredit Lender at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving LenderXxxxxx’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Alternate Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Standex International Corp/De/)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during from and including the Availability Period Closing Date until the Maturity Date for the Revolving Credit Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, provided that (i) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment then in effect and (ii) notwithstanding the foregoing, the Swing Line Lender shall not be obligated to make any Swing Line Loans at a time when a Revolving Credit Lender is a Defaulting Lender, unless the Swing Line Lender has entered into arrangements reasonably satisfactory to it and providedthe Borrower to eliminate the Swing Line Lender’s risk with respect to the Defaulting Lender’s participation in such Swing Line Loans, furtherincluding by cash collateralizing such Defaulting Lender’s Pro Rata Share of the outstanding amount of Swing Line Loans; provided further that, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Swing Line Loans shall only be denominated in Dollars. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Agreement and Security Agreement (Bloomin' Brands, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Loan Outstanding shall not exceed the Aggregate Revolving Credit CommitmentsCommitments at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. Notwithstanding anything contained herein to the contrary, the Swing Line Lender shall be under no obligation to make a Swing Line Loan if, at such time, a Lender is in default of its obligations to fund under Section 2.04(c) or any Lender is a Defaulting Lender hereunder, unless the obligations of such Defaulting Lender have been fully reallocated to the non-Defaulting Lenders pursuant to Section 2.18(c) or the Swing Line Lender has entered into arrangements (such as through the posting of Cash Collateral) satisfactory to it with the Borrower or such Lender to eliminate the Swing Line Lender’s risk with respect to such Lender.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Foresight Energy LP)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans in U.S. Dollars or Canadian Dollars, at the election of the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share ratable share of the Outstanding Amount of Revolving Loans Committed Loans, Bankers’ Acceptances, BA Equivalent Notes and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans Credit Exposure of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment (other than that of the Swing Line Lender as set forth above), and provided, further, that (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and (z) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each U.S. Dollar Swing Line Loan shall be deemed a Base Rate Loan notwithstanding anything to the contrary in Section 2.09(a)(iv) regarding the interest rate applicable to such Swing Line Loan. Each Canadian Dollar Swing Line Loan shall be a Base Canadian Prime Rate Revolving Loan. Immediately upon the making of a any U.S. Dollar Swing Line Loan, each U.S. Revolving Lender and Multicurrency Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such U.S. Dollar Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Global U.S. Dollar Funding Percentage times the amount of such U.S. Dollar Swing Line Loan; provided, that to the extent that the ratable participation by the U.S. Revolving Lenders and the Multicurrency Revolving Lenders in any U.S. Dollar Swing Line Loan would cause the Revolving Credit Exposure of the Multicurrency Revolving Lenders to exceed the Multicurrency Revolving Lenders’ aggregate Revolving Commitments, the Multicurrency Revolving Lenders shall participate ratably in such U.S. Dollar Swing Line Loan solely to the extent of the Multicurrency Revolving Lenders’ aggregate Revolving Commitments and, thereafter, participation in such U.S. Dollar Swing Line Loan shall be divided ratably among the U.S. Revolving Lenders based upon their U.S. Revolving Commitment Percentages. Immediately upon the making of any Canadian Dollar Swing Line Loan, each Multicurrency Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Canadian Dollar Swing Line Loan in an amount equal to the product of such Multicurrency Revolving Lender’s Multicurrency Revolving Commitment Percentage times the amount of such Canadian Dollar Swing Line Loan. Notwithstanding anything to the contrary contained herein, a Swing Line Loan may not be converted to a Term SOFR Loan. The Borrower promises to pay to the Swing Line Lender all amounts due under the Swing Line Loans in accordance with Section 2.08(c) or such earlier date as required hereunder.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Waste Connections, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower and/or the Co-Borrower identified by Borrower in the applicable Swing Line Loan Notice from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Credit Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that that, after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitment and (iii) the aggregate Unsecured Debt of the Borrower and the Consolidated Entities (including any requested or pending Credit Extension) shall not exceed the amount permitted pursuant to Section 7.03(a)(ii) hereof, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower and Co-Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Assignment and Assumption (Cousins Properties Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the each Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a "Swing Line Loan") in Dollars Dollars, to the Borrower from time to time on any Business Day during the Availability Period period from the Closing Date to the Revolving Credit Maturity Date in an aggregate amount (for all Swing Line Loans of all Swing Lenders collectively) not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the aggregate Outstanding Amount of Revolving Loans and Pro Rata Revolving Share of L/C - BA Obligations of the Revolving Lender acting as each Swing Line Lender in its capacity as a Revolving Lender, may exceed the amount of such Revolving Lender’s 's Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total aggregate Outstanding Amount of all Revolving Outstandings Loans, Swing Loans and L/C Obligations shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving LenderLender other than the Swing Line Lenders, plus such Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s 's Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, ; prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a bear interest at the applicable Swing Line Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the each Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s 's Pro Rata Revolving Share times the amount of such the Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Block Communications Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans Credit Exposure of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment (other than that of the Swing Line Lender as set forth above), and provided, further, that (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and (z) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be deemed a Base Rate Revolving Loan notwithstanding anything to the contrary in Section 2.08(a)(iii) regarding the interest rate applicable to such Swing Line Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. Notwithstanding anything to the contrary contained herein, a Swing Line Loan may not be converted to a LIBOR Rate Loan. The Borrowers jointly and severally promise to pay to the Swing Line Lender all amounts due under the Swing Line Loans in accordance with Section 2.07(c) or such earlier date as required hereunder.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Waste Connections, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04 may, to in its sole discretion, make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsFacility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderCredit Lender at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereofhereof (including upon the sole discretion of the Swing Line Lender), the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Universal American Corp.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Loan for all purposes of this Agreement, including, without limitation pursuant to Section 2.08(b), except that by separate agreement between the Borrower and the Swing Line Lender, the Swing Line Lender may otherwise agree with the Borrower that the Swing Line Lender shall accept interest in respect of Swing Line Loans which are prepaid or timely repaid in full to the Swing Line Lender which interest has been calculated at a different rate of interest than the interest rate provided in this Agreement (and the Borrower and the Swing Line Lender, with the written consent of the Administrative Agent, may also separately agree to a different cut-off time for delivering notices of Swing Line Borrowings, minimum amounts of Swing Line Borrowings and other matters than is provided for such matters in Section 2.04(b)); provided that no other Revolving LoanLender shall be bound by any such separate agreement. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Discovery Communications, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to in its sole discretion make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in respect of the Revolving Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Coinstar Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans denominated in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during (other than the Availability Period Closing Date) until the Business Day prior to the Maturity Date with respect to the Revolving Credit Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (ix) the aggregate Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, Line Cap and (iiy) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment then in effect; provided further that Swing Line Lender shall not be required to make any Swing Line Loan at any time that any Lender is a Defaulting Lender, and provided, further, unless after giving effect to the requested Swing Line Loans the requirements of Section 2.16(e) have been satisfied; provided further that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Abl Credit Agreement (Collier Creek Holdings)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in its sole discretion and in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Lead Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA LC Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Outstandings under the Revolving Outstandings Credit Facility shall not exceed the Aggregate Revolving Credit CommitmentsLoan Cap, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender (other than the Swing Line Lender) at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsLC Obligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that without limitation of the Borrower foregoing, the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure; and provided, further, that the Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender (other than the Swing Line Lender) shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Barnes & Noble Education, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Loan Lenders set forth in this Section 2.052.04, to make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Loan Lender acting as Swing Line Lender, may exceed the amount of such Revolving Loan Lender’s Revolving Credit 's Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total Outstanding Amount of Revolving Outstandings Loans shall not exceed the Aggregate Revolving Credit Loan Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Loan Lender, plus such Revolving Loan Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Loan Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Loan Lender’s Revolving Credit 's Commitment, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Loan Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Loan Lender’s 's Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Emergency Medical Services CORP)

The Swing Line. Subject to the terms and conditions set forth herein, the The Swing Line Lender agrees, in reliance upon on the agreements of the other Lenders terms and conditions hereinafter set forth in this Section 2.05forth, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided(iii) prior to the Existing Notes Repayment Date, furtherthe Total Outstandings under the Revolving Credit Facility shall not exceed an amount equal to (A) $12,500,000 less (B) the amount, if any, by which the principal balance of the indebtedness outstanding under the Existing Facility immediately prior to the Closing Date is less than $7,500,000, and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: First Lien Senior Secured Credit Agreement (WII Components, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.05, to shall make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, ; and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Agree Realty Corp)

The Swing Line. Subject to the terms and conditions set forth herein, the JPMorgan Chase Bank, N.A., in its capacity as Swing Line Lender agreesLender, may in reliance upon the agreements of the other Lenders set forth in this Section 2.05its sole discretion, agree to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning after the Closing Date and until the Maturity Date for the Revolving Credit Facility applicable to the Swing Line Lender (or with respect to any Swing Line Loan outstanding with respect to an Extended Revolving Credit Commitment of the Swing Line Lender, the Maturity Date applicable thereto) in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitment and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender (other than the relevant Swing Line Lender), plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, Commitment then in effect; provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (ResCare Finance, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLenders, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04, agree to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower and/or the Co-Borrower identified by Borrower in the applicable Swing Line Loan Notice from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing 95541499_13 Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the applicable Revolving Credit Lender acting as a Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that that, after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitment and (iii) the aggregate Unsecured Debt of the Borrower and the Combined Parties (including any requested or pending Credit Extension) shall not exceed the amount permitted pursuant to Section 7.03(a) hereof, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower and Co-Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Assignment and Assumption (Cousins Properties Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, 2.04 agrees to make loans loans, in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Company from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Revolving Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Revolving Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Revolving Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Revolving Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, limits and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Security Agreement (Global Power Equipment Group Inc/)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrowers (on a joint and several basis) (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date until the date which is one (1) Business Day prior to the Maturity Date of the Participating Revolving Credit Commitments (taking into account the Maturity Date of any Participating Revolving Credit Commitment that will NAI-1537228099v31537241654v2 automatically come into effect on such Maturity Date) in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving the Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, Loan (i) the Total aggregate Revolving Outstandings Exposure under such Participating Revolving Credit Commitments shall not exceed the Aggregate aggregate Participating Revolving Credit CommitmentsCommitments then in effect, and (ii) the aggregate Outstanding Amount of the Revolving Loans Exposure of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of Lender (other than the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Lender) shall not exceed such Revolving Lender’s Participating Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.12, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Participating Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving LenderXxxxxx’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.05, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total aggregate Outstanding Amount of all Revolving Outstandings Loans, plus the aggregate Outstanding Amount of all Swing Line Loans, plus the aggregate Outstanding Amount of all L/C Obligations shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (EPL Intermediate, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the each Swing Line Lender severally agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding its equal share of the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line LoansSublimit and, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the such Revolving Lender acting as a Swing Line Lender, may not exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender (less, with respect only to each Alternative Currency Fronting Lender, such Lender’s equal share of the aggregate Alternative Currency Risk Participations in all Revolving Loans denominated in Alternative Currencies), plus, with respect only to the Alternative Currency Participating Lenders, such Lender’s Alternative Currency Risk Participations in Revolving Loans denominated in Alternative Currencies advanced by the Alternative Currency Fronting Lenders for such Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, (iii) the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Sublimit and provided, further, that (iv) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. No Swing Line Lender shall be under any obligation to make any Swing Line Loan if any Revolving Lender is at such time a Defaulting Lender hereunder, unless such Swing Line Lender has entered into arrangements, including the delivery of Cash Collateral, reasonably satisfactory to such Swing Line Lender (in its sole discretion) with the Borrowers or such Defaulting Lender to eliminate such Swing Line Lender’s actual or potential Fronting Exposure (after giving effect to Section 2.18(a)(iv)) with respect to such Defaulting Lender arising from either the Swing Line Loan then proposed to be made or such Swing Line Loan and all other Swing Line Loans as to which such Swing Line Lender has Fronting Exposure, as it may elect in its sole discretion. Within the foregoing limits, and subject to the other terms and conditions 57 64069629 hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender Lenders a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ventas Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving Lender (other than the Swing Line Lender), plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, Commitment (other than that of the Swing Line Lender as set forth above); and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be deemed a Base Rate Revolving Loan notwithstanding anything to the contrary in Section 2.08(a)(iii) regarding the interest rate applicable to such Swing Line Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. Notwithstanding anything to the contrary contained herein, a Swing Line Loan may not be converted to a LIBOR Rate Loan. The Borrowers jointly and severally promise to pay to the Swing Line Lender all amounts due under the Swing Line Loans in accordance with Section 2.07(b) or such earlier date as required hereunder.

Appears in 1 contract

Samples: Credit Agreement (Waste Connections, Inc.)

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The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender (less, with respect only to the Alternative Currency Fronting Lender, the aggregate Alternative Currency Risk Participations in all Revolving Loans denominated in Alternative Currencies), plus, with respect only to the Alternative Currency Participating Lenders, such Lender’s Alternative Currency Risk Participations in Revolving Loans denominated in Alternative Currencies advanced by the Alternative Currency Fronting Lender for such Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, (iii) the Outstanding Amount of the Swing Line Loans shall not exceed the Swing Line Sublimit and provided, further, that (iv) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ventas Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, may in its sole discretion, subject to the terms of any Autoborrow Agreement, make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrower, in Dollars, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding 56 the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsFacility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderCredit Lender at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall bear interest only at a rate equal to the rate that would be applicable to a Base Rate Loan from time to time; provided, however, that if an Autoborrow Agreement is in effect, the Swing Line Lender may, at its discretion, provide for an alternate rate of interest on Swing Line Loans under the Autoborrow Agreement with respect to any Swing Line Loans for which the Swing Line Lender has not requested that the Revolving LoanCredit Lenders fund Revolving Credit Loans to refinance, or to purchase and fund risk participations in, such Swing Line Loans pursuant to Section 2.04(c). Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (NOODLES & Co)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04, to make consider in its sole and absolute discretion making loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit 's Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (iiiii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving Lender, plus such Lender's Applicable Revolving Lender’s Pro Rata Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Lender's Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Pro Rata 's Commitment, and (iv) the Aggregate Outstanding Amount of the Commitment Revolving Share Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender's Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations plus such Revolving Credit Lender's Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s 's Revolving Credit CommitmentCommitments. The Swing Line is a discretionary, uncommitted facility and provided, further, that Swing Line Lender may terminate or suspend the Borrower shall not use the proceeds of Swing Line at any time in its sole discretion upon notice to Borrowers which notice may be given by Swing Line Lender before or after Borrowers request a Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05hereunder. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata 's Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Summer Infant, Inc.)

The Swing Line. Subject The Borrower or the Loan Party Representative may request on behalf of the Borrower that the Swing Line Lender make, and subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04 may, if in its sole discretion it elects to do so, make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s 's Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share 's Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share 's Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s 's Revolving Credit Commitment, and provided, provided further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share 's Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Valor Communications Group Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in its sole discretion and in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Walter Energy, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.05, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount outstanding not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Aggregate Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsCommitments minus the Reserve Amount, (iii) unless the conditions precedent set forth in Section 4.03 have been satisfied, the Aggregate Revolving Outstandings shall not exceed $150,000,000 minus the Reserve Amount, and (iiiii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such that Revolving Lender’s Pro Rata Revolving Share Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such that Revolving Lender’s Pro Rata Revolving Share Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such that Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. The Swing Line Loans shall be evidenced by the note delivered by the Borrower to evidence the Swing Line Loans on the Closing Date. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such that Revolving Lender’s Pro Rata Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Lease Agreement (Herbst Gaming Inc)

The Swing Line. Subject to the terms and conditions set forth -------------- herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a "Swing ----- Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Availability Period ---------- period from the Closing Date to the Revolving Loan Maturity Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line LenderLender in its capacity as a Lender of Committed Revolving Loans, may exceed the amount of such Lender's Revolving Lender’s Revolving Credit Commitment; provided, however, that after -------- ------- giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings aggregate Outstanding Amount of all Loans and L/C Obligations shall not exceed the Aggregate aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender, plus such Revolving Lender’s 's Pro Rata Revolving Share of the ---- Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s 's Pro Rata Revolving Share of ---- the Outstanding Amount of all Swing Line Loans shall not exceed such Lender's Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Swing Line Lender shall -------- -------- not use the proceeds of make any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section ------------ ------- 2.06, and reborrow under this Section 2.052.05 ; provided, however, that the Swing ---- ------------ -------- ------- Line Lender may terminate or suspend the Swing Line at any time in its sole discretion upon notice to the Borrower. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s 's Pro Rata Revolving Share times the amount of ----- such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Flir Systems Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Company from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total U.S. Revolving Outstandings shall not exceed the Aggregate U.S. Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, provided further, that the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each U.S. Revolving Sub-facility Lender with a U.S. Revolving Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such U.S. Revolving Sub-facility Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (MULTI COLOR Corp)

The Swing Line. Subject to the terms and conditions set forth -------------- herein, the each Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a "Swing ----- Line Loan") in Dollars to the Borrower from time to time on any Business Day during the --------- Availability Period in an aggregate amount for all Swing Line Lenders taken together not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s 's Revolving Credit Loan Commitment; provided, however, that after -------- ------- giving effect to any Swing Line Loan, (i) the Total Utilization of Revolving Outstandings Loan Commitments shall not exceed the Aggregate Revolving Credit Loan Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations---- Obligations (provided that solely for purposes of determining the Outstanding -------- ---- Amount of such L/C Obligations under this Section 2.04(a)(ii) the aggregate ------------------- undrawn amount of all outstanding Foreign Letters of Credit shall be deemed to be an amount equal to the Foreign Letter of Credit Sublimit), plus such ---- Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s 's Revolving Credit Loan Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing -------- ------- Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and ------------ ------------ reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving ------------ Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s 's Pro Rata Share of the Revolving Share Loan Commitments times the amount of such Swing Line Loan.. -----

Appears in 1 contract

Samples: Credit Agreement (Levi Strauss & Co)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Revolving Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Revolving Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the ​ CREDIT AGREEMENT (CONFIRMED THROUGH TENTH AMENDMENT) – PAGE 44 ​ amount of such Xxxxxx's Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Lender's Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Lender's Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Xxxxxx's Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Lender with a Revolving Lender Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Xxxxxx's Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (United States Lime & Minerals Inc)

The Swing Line. (i) Subject to the terms and conditions set forth herein, the US Swing Line Lender agrees, in reliance upon the agreements of the other US Revolver Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “US Swing Line Loan”) in Dollars to the Borrower US Borrower, denominated in Dollars, from time to time on any Business Day during the US Revolver Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the US Swing Line Sublimit, notwithstanding the fact that such US Swing Line Loans, when aggregated with the Pro Rata Revolving Share outstanding principal amount of US Revolver Loans of, and the Outstanding Amount of Revolving Loans and US Revolver L/C - BA Obligations of Exposure of, the Revolving Lender acting as US Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit US Revolver Commitment; provided, however, provided that after giving effect to any US Swing Line Loan, (iA) the Total Revolving Outstandings US Revolver Exposure shall not exceed the Aggregate Revolving Credit CommitmentsUS Revolver Maximum Available Amount, and (iiB) the aggregate Outstanding Amount of the Revolving Loans US Revolver Exposure of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans US Revolver Lender shall not exceed such Revolving Lender’s Revolving Credit US Revolver Commitment, ; and provided, further, provided further that the US Borrower shall not use the proceeds of any US Swing Line Loan to refinance any outstanding US Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the US Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each US Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a US Swing Line Loan, each Revolving US Revolver Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the US Swing Line Lender a risk participation in such US Swing Line Loan in an amount equal to the product of such Revolving US Revolver Lender’s Pro Rata Revolving Share US Revolver Percentage times the amount of such US Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Niska Gas Storage Partners LLC)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.052.04, to shall make loans (i) to the Company, in Dollars (each such loanloan to the Company, a “Domestic Swing Line Loan”) and (ii) in Dollars Dollars, Euros, Sterling or another Alternative Currency approved for such purpose by the Swing Line Lender pursuant to Section 1.06 to any Specified Foreign Borrower (each such loan to any Specified Foreign Borrower, a “Foreign Swing Line Loan” and, collectively with the Borrower Domestic Swing Line Loans, the “Swing Line Loans”) from time to time on any Business Day during the Availability Period in an Period; provided that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility, (ii) the aggregate amount Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not to exceed at any time outstanding such Revolving Credit Lender’s Revolving Credit Commitment, (iii) the amount Outstanding Amount of the Swing Line Loans shall not exceed the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to Commitment and (iv) in the case of any Foreign Swing Line Loan, (i) the Total Revolving Outstandings Outstanding Amount of Loans made to all of the Foreign Borrowers shall not exceed the Aggregate Revolving Credit Commitments, Maximum Foreign Borrower Sublimit and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans made to each Foreign Borrower shall not exceed the Foreign Borrower Sublimit applicable to such Revolving Lender’s Revolving Credit CommitmentForeign Borrower, and provided, further, that (y) the Borrower Swing Line Lender shall not use the proceeds of be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to refinance any outstanding Swing Line LoanSection 2.18(a)(iv)). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04; provided, further, that neither the Company nor any Specified Foreign Borrower shall use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Each Swing Line Loan shall be a Base Rate Revolving Loanbear interest as set forth in Section 2.08. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Mohawk Industries Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of the Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the lesser of (A) Aggregate Revolving Credit CommitmentsCommitments and (B) the Borrowing Base then in effect, less all Unsecured Debt other than the Obligations, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from demand upon the request of the Swing Line Lender a risk participation Lender. The obligations of the Revolving Lenders under this clause shall survive the payment in such Swing Line Loan in an amount equal full of the Obligations and the termination of this Agreement. Reflecting Amendments pursuant to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.Fourth Modification Agreement dated July 22, 2015

Appears in 1 contract

Samples: Fourth Modification Agreement (Cole Credit Property Trust V, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the each Swing Line Lender severally agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount such Swing Line Lender’s Applicable Percentage of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender (less, with respect only to the Alternative Currency Fronting Lender, the aggregate Alternative Currency Risk Participations in all Revolving Loans denominated in Alternative Currencies), plus, with respect only to the Alternative Currency Participating Lenders, such Lender’s Alternative Currency Risk Participations in Revolving Loans denominated in Alternative Currencies advanced by the Alternative Currency Fronting Lender for such Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided(iii) the Outstanding Amount of the Swing Line Loans shall not exceed the Swing Line Sublimit, further, that (iv) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line LoanLoan and (v) the aggregate amount of Swing Line Loans owing to a Swing Line Lender shall not exceed the lesser of (A) an amount equal to such Swing Line Lender’s Applicable Percentage of the Swing Line Sublimit at such time (unless otherwise agreed by such Swing Line Lender) and (B) an amount equal to (i) the Revolving Commitment of the Revolving Lender acting as such Swing Line Lender minus (ii) the Applicable Percentage of the Outstanding Amount of Committed Revolving Loans (other than Swing Line Loans owing to such Swing Line Lender) and L/C Obligations of such Revolving Lender at such time. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Hcp, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.05, to make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s 's Revolving Credit Loan Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Utilization of Revolving Outstandings Loan Commitments shall not exceed the Aggregate Revolving Credit Loan Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s 's Revolving Credit Loan Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow Swing Line Loans under this Section 2.05, prepay Swing Line Loans under Section 2.062.08, and reborrow Swing Line Loans under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s 's Pro Rata Share of the Revolving Share Loan Commitments times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Fisher Scientific International Inc)

The Swing Line. Subject to On the terms and subject to the conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to shall make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period period from the Closing Date up to but not including the Maturity Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Effective Amount of Revolving Loans and L/C - BA Obligations of the Swing Line Lender in its capacity as a Revolving Lender acting as Swing Line Lenderof Revolving Loans, may exceed the amount of such Revolving Lender’s Revolving Credit Loan Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total aggregate Effective Amount of all Revolving Outstandings Loans, Swing Line Loans and L/C Obligations shall not exceed the Aggregate Total Revolving Credit CommitmentsLoan Commitment at such time, and (ii) the aggregate Outstanding Effective Amount of the Revolving Loans of any Revolving Lender (other than the Swing Line Lender), plus such Revolving Lender’s Pro Rata Revolving Proportionate Share of the Outstanding Effective Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Proportionate Share of the Outstanding Effective Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Loan Commitment, and provided, further, that the Borrower Swing Line Lender shall not use the proceeds of make any Swing Line Loan to refinance any an outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.03, prepay under Section 2.06, and reborrow under this Section 2.052.03. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Proportionate Share times the amount of such Swing Line Loan. Furthermore, before making any Swing Line Loans (if at such time any Lender is a Deteriorating Lender), the Swing Line Lender may condition the provision of such Swing Line Loans on its receipt of Cash Collateral or similar security satisfactory to the Swing Line Lender (in its sole discretion) from either the Borrowers or such Deteriorating Lender in respect of such Deteriorating Lender’s risk participation in such Swing Line Loans as set forth below. The Borrowers and/or such Deteriorating Lender hereby grants to the Collateral Agent, for the benefit of the Swing Line Lender, a security interest in all such Cash Collateral and all proceeds of the foregoing. Cash Collateral shall be maintained in blocked, deposit accounts at Xxxxx Fargo and may be invested in Cash Equivalents reasonably acceptable to the Administrative Agent. Such accounts must be subject to control agreements pursuant to which the Collateral Agent has “control,” as such term is used in the Uniform Commercial Code, sufficient to perfect on a first priority basis a security interest in such cash collateral. If at any time the Collateral Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Collateral Agent or that the total amount of such funds is less than the aggregate risk participation of such Deteriorating Lender in the relevant Swing Line Loan, the Borrowers and/or such Deteriorating Lender will, promptly upon demand by the Collateral Agent, pay to the Collateral Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate risk participation over (y) the total amount of funds, if any, then held as Cash Collateral that the Collateral Agent determines to be free and clear of any such right and claim. At such times there are Swing Ling Loans outstanding for which funds are on deposit as Cash Collateral, such funds shall be applied as and when determined by the Swing Line Lender, to the extent permitted under applicable Governmental Rules, to reimburse and otherwise pay the applicable obligations owing to the Swing Line Lender.

Appears in 1 contract

Samples: Credit Agreement (Smile Brands Group Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of the Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the lesser of (A) Aggregate Revolving Credit CommitmentsCommitments and (B) the Borrowing Base then in effect, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.. QB\033578.02011\28349393.9

Appears in 1 contract

Samples: Credit Agreement (Cole Real Estate Income Strategy (Daily Nav), Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) subject to the foregoing, the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, (iii) the Outstanding Amount of the Swing Line Loans shall not exceed the Swing Line Sublimit and provided, further, that (iv) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. The Swing Line Lender shall not be under any obligation to make any Swing Line Loan if any Revolving Lender is at such time a Defaulting Lender hereunder, unless the Swing Line Lender has entered into arrangements, including the delivery of Cash Collateral, reasonably satisfactory to the Swing Line Lender (in its sole discretion) with the Borrowers or such Defaulting Lender to eliminate the Swing Line Lender’s actual or potential Fronting Exposure (after giving effect to Section 2.18(a)(iv)) with respect to such Defaulting Lender arising from either the Swing Line Loan then proposed to be made or such Swing Line Loan and all other Swing Line Loans as to which the Swing Line Lender has Fronting Exposure, as it may elect in its sole discretion. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.06, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Quality Care Properties, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsLoan Cap, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line LoanLoan and provided further that the Swing Line Lender shall not be obligated to make any Swing Line Loan at any time when any Revolving Lender is at such time a Defaulting Lender or Deteriorating Lender hereunder, unless the Swing Line Lender has entered into satisfactory arrangements with the Borrowers or such Revolving Lender to eliminate the Swing Line Lender’s risk with respect to such Lender. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving LoanRate. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Alco Stores Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans in Dollars (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender (less, with respect only to the Alternative Currency Funding Fronting Lender, the aggregate Alternative Currency Risk Participations in all Revolving Loans denominated in Alternative Currencies), plus, with respect only to the Alternative Currency Participating Lenders, such Lender’s Alternative Currency Risk Participations in Revolving Loans denominated in Alternative Currencies advanced by the Alternative Currency Funding Fronting Lender for such Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Mueller Water Products, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Revolving Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Revolving Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Lender's Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Lender's Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Lender's Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender's Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Lender with a Revolving Lender Commitment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Lender's Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (United States Lime & Minerals Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the Borrowers (on a joint and several basis) (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date until the date which is one (1) Business Day prior to the Maturity Date of the Participating Revolving Credit Commitments (taking into account the Maturity Date of any Participating Revolving Credit Commitment that will automatically come into effect on such Maturity Date) in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving the Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, Loan (i) the Total aggregate Revolving Outstandings Exposure under such Participating Revolving Credit Commitments shall not exceed the Aggregate aggregate Participating Revolving Credit CommitmentsCommitments then in effect, and (ii) the aggregate Outstanding Amount of the Revolving Loans Exposure of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of Lender (other than the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Lender) shall not exceed such Revolving Lender’s Participating Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.12, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Participating Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving the Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Cole Corporate Income Trust, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Committed Revolver Loans and L/C - BA Obligations of the Revolving Revolver Lender acting as Swing Line Lender, may exceed the amount of such Revolving Revolver Lender’s Revolving Credit CommitmentCommitted Sum; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Outstanding Amount under the Revolver Facility shall not exceed the Aggregate Revolving Credit CommitmentsCommitted Sum under the Revolver Facility, and (ii) the aggregate Outstanding Amount of the Revolving Committed Revolver Loans of any Revolving Revolver Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Revolver Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Loans, shall not exceed such Revolving Revolver Lender’s Revolving Credit CommitmentCommitted Sum under the Revolver Facility, and (iii) the Outstanding Amount of all Swing Line Loans do no exceed the Swing Line Sublimit, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.15, prepay under Section 2.062.04, and reborrow under this Section 2.052.15. Each Swing Line Loan shall be a Base Rate Revolving LoanLoan and shall be outstanding for no longer than five (5) Business Days. Immediately upon the making of a Swing Line Loan, each Revolving Revolver Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Revolver Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Martin Midstream Partners Lp)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to may in its sole discretion make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower in Dollars from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share CHL:45705.8 Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Applicable Percentage of the Revolving Share Credit Facility times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Dynamics Research Corp)

The Swing Line. Subject to the terms and conditions set forth hereinherein and subject to the terms of any Autoborrow Agreement, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05Section 7.04, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Revolving Borrowers, in Dollars, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Percentage of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that (i) after giving effect to any Swing Line Loan, (iA) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsCommitments at such time, and (iiB) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, (ii) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and providedbinding absent manifest error) that it has, furtheror by such Credit Extension may have, that the Fronting Exposure, and (iii) no Revolving Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Revolving Borrowers may borrow under this Section 2.05Section 7.04, prepay under Section 2.06Section 7.05, and reborrow under this Section 2.05Section 7.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving Loan. Immediately upon the making of a Swing Line LoanRate; provided however, each Revolving Lender shall be deemed tothat if an Autoborrow Agreement is in effect, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a may, at its discretion, provide for an alternate rate of interest on Swing Line Loans under the Autoborrow Agreement with respect to any Swing Line Loans for which the Swing Line Lender has not requested that the Revolving Lenders fund Revolving Credit Loans to refinance, or to purchase and fund risk participation in participations in, such Swing Line Loan in an amount equal Loans pursuant to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.Section Section 7.04

Appears in 1 contract

Samples: Credit Agreement (C&J Energy Services Ltd.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment (other than a Swing Line Lender (as set forth above)), and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a rate based on the Base Rate Revolving plus the Applicable Rate for Base Rate Loans that are Committed Loans and no Swing Line Loan may be converted to a Eurodollar Rate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. The Borrowers jointly and severally promise to pay to the Swing Line Lender all amounts due under the Swing Line Loans on the Maturity Date or such earlier date as required hereunder.

Appears in 1 contract

Samples: Credit Agreement (Casella Waste Systems Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.05, to may in its sole discretion make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in Dollars in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any such Revolving LenderCredit Lender at such time, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, ; and provided, further, (y) that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and (z) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Notwithstanding anything in this Agreement to the contrary, such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Revolving Credit Lender acting as Swing Line Lender, may exceed the amount of such Revolving Credit Lender’s Revolving Credit Commitment. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Pro Rata Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (DCT Industrial Trust Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Deutsche Bank AG New York Branchof America, N.A., in its capacity as Swing Line Lender agreesLender, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans in Dollars to the BorrowerCompany (each such loan, a “Swing Line Loan”) in Dollars to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact provided that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may shall not exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings Credit Exposure shall not exceed the Aggregate aggregate Revolving Credit Commitments, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and Commitment then in effect; provided, further, that the Borrower BorrowerCompany shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower BorrowerCompany may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Hilton Grand Vacations Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.4, to may in its sole discretion make loans in Dollars or Canadian Dollars to Borrower (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Revolving Commitment Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and Outstanding Amount of L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Utilization of Revolving Outstandings Commitments shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Commitment (other than with respect to the Swing Line Lender) and (iii) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit CommitmentExtension may have, Fronting Exposure, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.4, prepay under Section 2.062.13 and Section 2.14, and reborrow under this Section 2.052.4. Each Swing Line Loan denominated in Dollars shall be a Base Rate Revolving Loan and each Swing Line Loan denominated in Canadian Dollars shall be a Canadian Prime Rate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Operations and Maintenance Agreement (Atlantic Power Corp)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsLoan Cap, and (ii) the aggregate Outstanding Amount of the Committed Revolving Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitment or such Lender’s Applicable Percentage of the Borrowing Base, and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and provided further that the Swing Line Lender shall not be obligated to make any Swing Line Loan at any time when any Revolving Lender is at such time a Defaulting Lender hereunder, unless the Swing Line Lender has entered into satisfactory arrangements with the Borrowers or such Revolving Lender to eliminate the Swing Line Lender’s risk with respect to such Lender. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05(c), and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a bear interest only at the rate applicable to Base Rate Revolving LoanLoans. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. The Swing Line Lender shall have all of the benefits and immunities (A) provided to the Agent in Article IX with respect to any acts taken or omissions suffered by the Swing Line Lender in connection with Swing Line Loans made by it or proposed to be made by it as if the term “Agent” as used in Article IX included the Swing Line Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the Swing Line Lender.

Appears in 1 contract

Samples: Credit Agreement (FDO Holdings, Inc.)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender, in reliance upon the agreements of the other Dollar Revolving Lenders set forth in this Section 2.052.04, to in its sole discretion may make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Company from time to time on any Business Day during the Availability Period in respect of the Revolving Facility in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Dollar Revolving Share Facility Applicable Percentage of the Outstanding Amount of the Committed Dollar Revolving Loans and L/C - BA Obligations of the Dollar Revolving Lender acting as Swing Line Lender, may exceed the amount of such Dollar Revolving Lender’s Dollar Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the Total Outstandings under the Dollar Revolving Facility shall not exceed the Aggregate Dollar Revolving Commitments, (iii) the aggregate Outstanding Amount of the Committed Dollar Revolving Loans of any Dollar Revolving Lender, plus such Dollar Revolving Lender’s Pro Rata Dollar Revolving Share Facility Applicable Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Dollar Revolving Lender’s Pro Rata Dollar Revolving Share Facility Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Dollar Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan, and (iii) the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be denominated only in Dollars and shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Dollar Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Dollar Revolving Lender’s Pro Rata Dollar Revolving Share Facility Applicable Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Outerwall Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan. The Swing Line Lender shall not be under any obligation to make any Swing Line Loan if any Revolving Lender is at such time an Impacted Lender hereunder, unless the Swing Line Lender has been provided cash collateral as contemplated by Section 2.14 or has entered into satisfactory arrangements with the Borrower or such Lender to eliminate the Swing Line Lender’s risk with respect to such Lender.

Appears in 1 contract

Samples: Credit Agreement (International Game Technology)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.10, to make loans in U.S. Dollars (each such loan, a “Swing Line Loan” and collectively, the “Swing Loans”) in Dollars to the Borrower from time to time on any Business Day during from the Availability Period Closing Date until the Termination Date in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Percentage of the Outstanding Original Dollar Amount of all Revolving Loans then outstanding and the L/C - BA Obligations then outstanding of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total aggregate Original Dollar Amount of Revolving Outstandings Loans plus the aggregate principal amount of L/C Obligations then outstanding shall not exceed the Aggregate Total Revolving Credit CommitmentsCommitments then in effect, and (ii) the aggregate Outstanding Original Dollar Amount of the Revolving Loans of any Revolving Lender (other than the Swing Line Lender), plus such Revolving Lender’s Pro Rata Revolving Share Percentage of the Outstanding Amount aggregate amount of all L/C - BA ObligationsObligations then outstanding, plus such Revolving Lender’s Pro Rata Revolving Share Percentage of the Outstanding Amount aggregate amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.10, prepay under Section 2.062.7, and reborrow under this Section 2.052.10. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Percentage times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Cleveland Cliffs Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, agrees to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender in its capacity as a Revolving Lender, may exceed the amount of such Revolving Swing Line Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total aggregate Outstanding Amount of all Revolving Outstandings Loans, Swing Line Loans and L/C Obligations shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender other than the Swing Line Lender, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Precision Castparts Corp)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Applicable Revolving Share Credit Percentage of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s 's Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus such Revolving Lender’s Pro Rata 's Applicable Revolving Share Credit Percentage of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s Pro Rata 's Applicable Revolving Share Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Lender’s 's Revolving Credit Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata 's Applicable Revolving Share Credit Percentage times the amount of such Swing Line Loan.. (b)

Appears in 1 contract

Samples: Credit Agreement (Infocrossing Inc)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesmay, in its discretion and in reliance upon the agreements of the other Revolving Lenders set forth in this Section 2.052.04, to make loans (each such loan, a “Swing Line Loan”) in Dollars to the Borrower Borrowers from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of Revolving Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Credit CommitmentsLoan Cap, and (ii) the aggregate Outstanding Amount of the Revolving Committed Loans of any Revolving LenderLender at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all L/C - BA ObligationsObligations at such time, plus such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Lender’s Revolving Credit Commitment, and provided, further, ; provided further that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan; provided further that the Swing Line Lender shall not be obligated to make any Swing Line Loan if after giving effect to Section 2.16(a)(iv), it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be bear interest only at a Base Rate Revolving Loanrate based on the Prime Rate. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share Applicable Percentage times the amount of such Swing Line Loan. The Swing Line Lender shall have all of the benefits and immunities (A) provided to the Administrative Agent in Article IX with respect to any acts taken or omissions suffered by the Swing Line Lender in connection with Swing Line Loans made by it or proposed to be made by it as if the term “Administrative Agent” as used in Article IX included the Swing Line Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the Swing Line Lender.

Appears in 1 contract

Samples: Credit Agreement (Tops Holding Ii Corp)

The Swing Line. Subject to the terms and (including at the request of any Revolving Credit Lender) prior to 2:00 p.m., New York City time, conditions set forth herein, each Swing Line Lender severally agrees to make loans in Dollars to on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender agrees, in reliance upon the agreements Lenders not to Swing Line Loan make such Swing Line Loan as a result of the other Lenders limitations set forth in this the first proviso to the first during the period beginning on the Business Day after the Closing Date until the date which is one sentence of Section 2.052.27(a), or (B) that one or more of the applicable conditions specified in Business Day prior to make loans (each the Maturity Date of the Participating Revolving Credit Commitments Section 4.03 is not then satisfied, then, subject to the terms and conditions hereof, such loan, a “Swing Line Loan”(taking into account the Maturity Date of any Participating Revolving Credit Commitment that Lender will, not later than 4:00 p.m., New York City time, on the borrowing date specified in such will automatically come into effect on such Maturity Date) in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed Swing Line Loan Notice, make its ratable portion of the amount of the Swing Line Loan available at any time outstanding the amount of the Swing Line Sublimit; provided that, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to the Borrower to any Swing Line Loan, Loan (i) with respect to any Revolving Credit Lender, the Total Revolving Outstandings Credit Revolving Credit Commitment (in its capacity as a Revolving Credit Lender) to the total Exposure under its Participating Revolving Credit Commitments shall not exceed the Aggregate its aggregate Revolving Credit CommitmentsCommitments of all of the Swing Line Lenders (in their respective capacities as Participating Revolving Credit Commitments (it being understood that with respect to a Swing Revolving Credit Lenders)). Notwithstanding anything to the contrary contained in this Section Line Lender, and its Swing Line Exposure for purposes of this clause (i) shall be deemed to be its Pro 2.27 or elsewhere in this Agreement, no Swing Line Lender shall be obligated to make any Swing Rata Share (after giving effect when a Defaulting Lender shall exist to any reallocation effected in Line Loan at a time when a Participating Revolving Credit Lender is a Defaulting Lender unless accordance with Section 2.25(c)) of the total Swing Line Exposure), (ii) with respect to any such Swing Line Lender has entered into arrangements reasonably satisfactory to it and the Revolving Credit Lender, the aggregate Outstanding Amount of the Revolving Credit Loans of Borrower to eliminate such Section 2.25 effect when a Defaulting Lender shall exist to any reallocation effected in accordance with Section Line Loans, including by Cash Collateralizing, or obtaining a backstop letter of credit from an 2.25(c) issuer reasonably satisfactory to such Swing Line Lender to supp Revolving Credit Commitment then in effect and (iii) with respect to any Swing Line Lender, the aggregate of its Swing Line Exposure (in its capacity as a Swing Line Lender and a Revolving provided for under this Agreement. The Borrower shall repay to the Swing Line Lenders each Credit Lender), plus such the aggregate principal amount of its outstanding Revolving Credit Loans (in giving effect to Section 2.25) of each Swing Line Loan promptly its capacity as a Revolving Credit Lender’s Pro Rata Revolving Share of the Outstanding Amount of all ), plus its L/C - BA Obligations, plus such Revolving Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans Exposure shall not exceed such its Revolving following demand by any Swing Line Lender’s Revolving . Credit Commitment, and ; provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.05, prepay under Section 2.06, and reborrow under this Section 2.05. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s Pro Rata Revolving Share times the amount of such Swing Line Loan.(b)

Appears in 1 contract

Samples: Credit Agreement (Sothebys)

The Swing Line. Subject to the terms and conditions set forth herein, the Swing Line Lender agreesLender; in its sole and absolute discretion, in reliance upon the agreements of the other Lenders set forth in this Section 2.05, to may make loans (each such loan, a "Swing Line Loan") in Dollars to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Pro Rata Revolving Share of the Outstanding Amount of Revolving Facility A Committed Loans and L/C - BA Obligations of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Revolving Lender’s Revolving Credit 's Facility A Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings aggregate Outstanding Amount of all Facility A Committed Loans plus the aggregate Outstanding Amount of all L/C Obligations plus the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Facility A Aggregate Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Facility A Committed Loans of any Revolving Facility A Lender, plus such Revolving Facility A Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Revolving Lender’s 's Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Facility A Lender’s Revolving Credit 's Commitment, and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.052.04, prepay under Section 2.062.05, and reborrow under this Section 2.052.04. Each Swing Line Loan shall be a Base Rate Revolving Loan. Immediately upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Lender’s 's Pro Rata Revolving Share times the amount of such Swing Line Loan.

Appears in 1 contract

Samples: Credit Agreement (Ferrellgas Partners Finance Corp)

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