Common use of Procedure for Borrowing Clause in Contracts

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to the terms of Section 5.2 of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loans, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 2 contracts

Samples: Credit Agreement (Capital One Financial Corp), Credit Agreement (Capital One Financial Corp)

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Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period Loans or continue Eurodollar Rate Loans or convert Eurodollar Rate Loans to Base Rate Loans or convert Base Rate Loans to Eurodollar Rate Loans on any Business Day (the date of any such borrowing, conversion or continuation, each a “Borrowing Date”) upon written notice (each a “Borrowing Notice”) to Lender no later than 11:00 am (Pittsburgh time) on the Business Day that an Advance may be is at least three Business Days before the requested pursuant to the terms of Section 5.2 of the Participation Agreement, provided that the -------- Borrowing Date. Borrower shall give the Administrative Agent irrevocable such notice (which must be received by the Administrative Agent in a form acceptable to Lender and each such Borrowing Notice shall specify (i) prior to 12:00 Noonwhether Borrower is requesting a Loan, Dallas, Texas time, three Business Days prior a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested Borrowing Date if all or any part date of the requested borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the Type of Loans to be borrowed or to which existing Loans are to be Eurodollar Loansconverted, or (iiv) prior to 10:00 a.m. Dallasif applicable, Texas time three Business Days prior to the requested Borrowing Date duration of the Interest Period with respect thereto and (vi) the location and number of Borrower’s account to any Loans that which funds are to be ABR Loans) specifying (A) the amount disbursed. If Borrower fails to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or specify a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable in a Borrowing Notice or if Borrower fails to give a timely notice requesting a conversion or continuation of any Eurodollar Rate Loan; provided, however, that during then the Commitment Period (1) there applicable Loans shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Ratemade as, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first last day of the Interest Period then in effect with respect to the applicable to Eurodollar Rate Loans. Pursuant to the terms of the Participation Agreement, If the Borrower shall requests a borrowing of, conversion to, or continuation of Eurodollar Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have delivered such notice upon the delivery specified an Interest Period of a notice by the Construction Agent or the Lessee containing such required informationone month. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereofA Loan may only be made in US Dollars. Each Lender will make the amount of its pro rata share of each borrowing such Loans available to Borrower by wire transfer of immediately available funds to the Administrative Agent for the domestic bank account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested designated by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderapplicable Borrowing Notice.

Appears in 2 contracts

Samples: Working Capital Loan Agreement (Equitrans Midstream Corp), Working Capital Loan Agreement (EQGP Holdings, LP)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period Loans (or continue Eurodollar Rate Loans or convert Eurodollar Rate Loans to Base Rate Loans or convert Base Rate Loans to Eurodollar Rate Loans) on any Business Day that an Advance may be requested pursuant to (together with other capitalized terms not defined in the terms body of Section 5.2 of the Participation this Agreement, provided that the -------- as defined in Exhibit A); but Borrower shall give the Administrative Agent irrevocable written notice (each a “Borrowing Notice”) to Lender no later than 11:00 am (Pittsburgh time) on the Business Day that is at least three Business Days before the date of funding a Loan or the date of the conversion or continuation of any Loan (each a “Borrowing Date”), which must be received by the Administrative Agent a Business Day. Borrower shall give such notice in a form acceptable to Lender and each such Borrowing Notice shall specify (i) prior to 12:00 Noonwhether Borrower is requesting a Loan, Dallas, Texas time, three Business Days prior a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested Borrowing Date if all or any part date of the requested borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the Type of Loans to be borrowed or to which existing Loans are to be Eurodollar Loansconverted, or (iiv) prior to 10:00 a.m. Dallasif applicable, Texas time three Business Days prior to the requested Borrowing Date duration of the Interest Period with respect thereto and (vi) the location and number of Borrower’s account to any Loans that which funds are to be ABR Loans) specifying (A) the amount disbursed. If Borrower fails to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or specify a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) in a Borrowing Notice or if Borrower fails to give a timely notice requesting a conversion or continuation, then the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there Loans shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Ratemade as, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first last day of the Interest Period then in effect with respect to the applicable to Eurodollar Rate Loans. Pursuant to the terms of the Participation Agreement, If the Borrower shall requests a borrowing of, conversion to, or continuation of Eurodollar Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have delivered such notice upon the delivery specified an Interest Period of a notice by the Construction Agent or the Lessee containing such required informationone month. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereofA Loan may only be made in US Dollars. Each Lender will make the amount of its pro rata share of each borrowing such Loans available to the Administrative Agent for Borrower by promptly crediting such amounts to the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested designated by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderapplicable Borrowing Notice.

Appears in 2 contracts

Samples: Working Capital Loan Agreement (EQT GP Holdings, LP), Loan Agreement (EQT GP Holdings, LP)

Procedure for Borrowing. (a) The Borrower may borrow under the Revolving Credit Commitments during (for the Commitment Period on any Business Day that an Advance may avoidance of doubt, all Borrowings prior to a Revolving Credit Maturity Date shall be requested pursuant made, and deemed to be made, ratably among all Classes of Revolving Loans then in existence under this Agreement) or the Term Loan Commitments (in each case subject to the terms of limitations in Section 5.2 of the Participation Agreement, provided that the -------- 2.01(a)) by Borrower shall give giving the Administrative Agent irrevocable notice substantially in the form of Exhibit B (each, a “Borrowing Request”), which notice must be received by the Administrative Agent (i) prior to 12:00 Noon(a) 11:00 a.m., Dallas, Texas New York City time, three on the third Business Days Day prior to the requested Borrowing Date if all or any part Date, in the case of the requested Loans are to be a Eurodollar LoansBorrowing, or (iib) prior to 10:00 a.m. Dallas12:00 noon, Texas time three New York City time, on the Business Days Day prior to the requested Borrowing Date with respect to any Loans that are Date, in the case of an ABR Borrowing. Each Borrowing Request shall specify (i) whether the requested Borrowing is to be ABR Loans) specifying a Revolving Credit Borrowing or a Term Loan Borrowing, (Aii) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (Biii) the requested Borrowing Date (which must be a Business Day and, in the case of a Term Loan Borrowing, which must be the Effective Date), (Civ) whether the borrowing Borrowing is to be of Eurodollar Loans or ABR Loans, (v) if the Borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereofthe length of the initial Interest Period therefor, and (Dvi) if the borrowing is location and number of Borrower’s account to which funds are to be a combination disbursed, which shall comply with the requirements of Eurodollar Loans and ABR Loans, this Agreement. If no election as to the respective amounts of each Type of Loan and (E) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period applicable is specified with respect to any requested Eurodollar Loan; providedBorrowing, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the then Borrower shall be deemed to have delivered such notice upon the delivery selected an Interest Period of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderone month’s duration.

Appears in 2 contracts

Samples: Pledge Agreement (Lifepoint Health, Inc.), Credit Agreement (Lifepoint Hospitals, Inc.)

Procedure for Borrowing. (a) The Borrower may borrow under Each Borrowing of a Revolving Loan or of the Commitments during Initial Term Loan on the Commitment Period on any Business Day that an Advance Closing Date shall be made upon the Borrower’s irrevocable (subject to Section 10.5) written notice delivered to Agent substantially in the form of a Notice of Borrowing, which may be requested pursuant given by (A) telephone, or (B) a Notice of Borrowing; provided, that, any telephone notice must be confirmed promptly by delivery to the terms Agent of Section 5.2 a Notice of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which Borrowing. Each Notice of Borrowing must be received by the Administrative Agent prior to 11:00 a.m. (i) on the Closing Date, with respect to Borrowings of Base Rate Loans to be made on the Closing Date, (ii) on the date which is three (3) Business Days (or, with respect to any Borrowing of LIBOR Rate Loans to be made on the Closing Date, one (1) Business Day) prior to 12:00 Noonthe requested Borrowing date in the case of each LIBOR Rate Loan, Dallasand (iii) on the date which is one (1) Business Day prior to the requested Borrowing date of each Base Rate Loan made after the Closing Date; provided, Texas timehowever, that, if the Borrower wishes to request LIBOR Rate Loans having an Interest Period other than one, two, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by Agent not later than 11:00 a.m. four (4) Business Days prior to the requested Borrowing Date if all or any part date of such Borrowing, whereupon Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Loans are Interest Period is acceptable to be Eurodollar Loansall of them, or and not later than 11:00 a.m. three (ii3) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to before the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) date of such Borrowing, Agent shall notify the amount to be borrowed Borrower (which on any date shall not notice may be in excess of the then Available Commitments), (B) the requested Borrowing Date, (Cby telephone) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the requested Interest Period applicable has been consented to any Eurodollar Loan; provided, however, that during by all the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative AgentLenders. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 Notice of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.Borrowing shall specify:

Appears in 2 contracts

Samples: Credit Agreement (R1 RCM Inc.), Credit Agreement (R1 RCM Inc.)

Procedure for Borrowing. (a) The Borrower may borrow under Each Borrowing of a Revolving Loan or of the Commitments during Initial Term Loan on the Commitment Period on any Business Day that an Advance Closing Date shall be made upon the Borrower’s irrevocable (subject to Section 10.5) written notice delivered to Agent substantially in the form of a Notice of Borrowing, which may be requested pursuant to the terms given by (A) telephone, or (B) a Notice of Section 5.2 of the Participation Agreement, Borrowing; provided that the -------- Borrower shall give the Administrative any telephone notice must be confirmed immediately by delivery to Agent irrevocable notice (which of a Notice of Borrowing. Each Notice of Borrowing must be received by the Administrative Agent prior to 11:00 a.m. (i) prior on the Closing Date, with respect to 12:00 NoonBorrowings of Base Rate Loans to be made on the Closing Date, Dallas, Texas time, (ii) on the date which is three (3) Business Days prior to the requested Borrowing date in the case of each LIBOR Rate Loan (including with respect to any Borrowings of LIBOR Rate Loans to be made on the Closing Date, if any, but any such notice prior to the Closing Date if all or any part of shall also require a funding indemnity agreement to be provided to Agent by the Borrower in form and substance reasonably acceptable to Agent), and (iii) on the date which is one (1) Business Day prior to the requested Borrowing date of each Base Rate Loan made after the Closing Date; provided, however, that if the Borrower wishes to request LIBOR Rate Loans are to having an Interest Period other than one, two, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be Eurodollar Loans, or received by Agent not later than 11:00 a.m. four (ii4) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect date of such Borrowing, whereupon Agent shall give prompt notice to any Loans that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess appropriate Lenders of the then Available Commitments), (B) such request and determine whether the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable is acceptable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and of them. Not later than 11:00 a.m. three (3) any amounts thereafter borrowed Business Days before the requested date of such Borrowing, Agent shall notify the Borrower (which notice may be by telephone) whether or converted hereunder during not the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the requested Interest Period applicable has been consented to Eurodollar Loans. Pursuant to by all the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative AgentLenders. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 Notice of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.Borrowing shall specify:

Appears in 2 contracts

Samples: Credit Agreement (R1 RCM Inc.), Credit Agreement (R1 RCM Inc.)

Procedure for Borrowing. (a) The Each incurrence of Loans shall be made by a written request by an Authorized Person of Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant delivered to the terms Agent. With respect to a Borrowing of Section 5.2 of the Participation AgreementBase Rate Loans, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which such request must be received by Agent no later than 12:00 p.m. (New York City time) on the Administrative Business Day that is the requested Funding Date. With respect to a Borrowing of LIBOR Rate Loans, such request must be received by Agent no later than 3:00 p.m. (iNew York City time) prior to 12:00 Noon, Dallas, Texas time, three 3 Business Days prior to the date that is the requested Borrowing Date if all or any part Funding Date. Each such request (each, a “Notice of Borrowing”), except as otherwise expressly provided herein, shall be irrevocable and in the form of Exhibit A, appropriately completed to specify: (i) the aggregate principal amount of the Loans to be incurred pursuant to such Borrowing, (ii) the requested Funding Date (which shall be a Business Day), (iii) whether the Loans being incurred pursuant to such Borrowing shall constitute B Term Loans, or Other Term Loans of the applicable Tranche, and (iv) whether the Loans being incurred pursuant to such Borrowing are to be Eurodollar initially maintained as Base Rate Loans or, to the extent permitted hereunder, LIBOR Rate Loans and, if LIBOR Rate Loans, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are initial Interest Period to be ABR Loans) specifying (A) the amount to applicable thereto. Each 2020 Buyback Term Loan shall initially be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is deemed to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of LIBOR Rate Loan and (E) the with an initial Interest Period applicable equal to any Eurodollar Loan; provided, however, that during the Commitment Period remaining duration (1as of the First Amendment Signing Date) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loansthe Existing Term Loans (as defined in the First Amendment) from which such 2020 Buyback Term Loans were converted. Pursuant to the terms of the Participation Agreement, the Borrower Each 2020 Initial Term Loan shall initially be deemed to have delivered such notice upon be a LIBOR Rate Loan with the delivery of a notice by Interest Period in effect under the Construction Agent or Original Credit Agreement immediately prior to the Lessee containing such required informationFirst Amendment Signing Date. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify give each Lender thereof. Each Lender will which is required to make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account Loans of the Borrower at respective Tranche specified in the office respective Notice of Borrowing, notice of such proposed Borrowing, of such Lender’s proportionate share thereof and of the Administrative Agent other matters required by the immediately preceding sentence to be specified in Section 9.2 prior to 12:00 Noonthe Notice of Borrowing. At Agent’s election, Dallasin lieu of delivering the above-described written request, Texas time, on the Borrowing Date requested any Authorized Person of Borrower may give Agent telephonic notice of such request by the required time. In such circumstances, Borrower agrees that any such telephonic notice will be confirmed in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 writing within 24 hours of the Participation Agreement, by the Borrower on the books giving of such office with telephonic notice, but the aggregate failure to provide such written confirmation shall not affect the validity of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderrequest.

Appears in 2 contracts

Samples: Credit Agreement (Golden Nugget Online Gaming, Inc.), Credit Agreement (Golden Nugget Online Gaming, Inc.)

Procedure for Borrowing. (a) The Borrower Borrowers may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant occurring prior to the terms of Section 5.2 of relevant Commitment termination date; provided that, with respect to any borrowing, the Participation Agreement, provided that the -------- Borrower Borrowers shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent (i) before 12:00 noon, New York City time, one Business Day prior to the Closing Date, (ii) before 12:00 Noonnoon, Dallas, Texas New York City time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansLoans and (iii) before 2:00 P.M., or (ii) prior to 10:00 a.m. DallasNew York City time, Texas time three one Business Days Day prior to the requested Borrowing Date with respect to any Loans that are if the borrowing is to be ABR solely of Alternate Base Rate Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowing, (B) the requested Borrowing Date, (C) whether the borrowing is such Loans are initially to be of Eurodollar Loans, ABR Loans or Alternate Base Rate Loans or a combination thereof, thereof and (DC) if the borrowing is to be a combination of entirely or partly Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day length of the Interest Period applicable to for such Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each affected Lender thereof. Each Not later than 12:00 noon, New York City time, on the Borrowing Date specified in such notice, each affected Lender will shall make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested amount of the Loan to be made by such Lender. Loan proceeds received by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then Agent hereunder shall promptly be made available to the applicable Borrower by the Administrative Agent Agent’s crediting an the account designatedof such Borrower, subject to Section 11.1 at the office of the Participation AgreementAdministrative Agent specified in subsection 11.2, by the Borrower on the books of such office with the aggregate of the amounts made available to amount actually received by the Administrative Agent by from the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by The Loans made on the Borrower may Closing Date shall be reborrowed hereunderAlternate Base Rate Loans.

Appears in 2 contracts

Samples: Collateral Agreement (Stratus Technologies Bermuda Holdings Ltd.), Credit Agreement (Stratus Technologies Bermuda Holdings Ltd.)

Procedure for Borrowing. (a) The Borrower Subject to the conditions set forth in this Agreement, Company may borrow under the Commitments make a borrowing hereunder on any one Business Day during the Commitment Period on any Business Day that an Advance period from the date hereof to and including January 31, 1999. Only one borrowing may be requested pursuant to the terms of Section 5.2 of the Participation made under this Agreement, provided that the -------- Borrower . Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent (i) prior to 12:00 Noon2:00 p.m., Dallas, Texas time, three New York time two Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansDate), or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (Aa) the amount to be borrowed and (which on any date shall not be in excess of the then Available Commitments), (Bb) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly (and in any event on the same Business Day) notify each Lender thereof. The notice of a request for borrowing by Company shall be accompanied by a certificate of a Responsible Officer of Company (a) representing and warranting that the purpose for which the requested borrowing is to be used is permitted by, and is in accordance with, the terms and conditions of this Agreement, and (b) representing and warranting that the aggregate principal amount of the Loans outstanding as of the requested Borrowing Date, shall not exceed the Maximum Permissible Loan. Each Lender will shall make the amount of its pro rata share Pro Rata Share of each the borrowing available to the Administrative Agent for the account of the Borrower Company at the office of the Administrative Agent specified in Section 9.2 on the signature pages hereof prior to 12:00 Noon10:00 a.m., Dallas, Texas New York time, on the requested Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to Company by Agent by paying to such deposit account as Company may designate in the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books notice of such office with Borrowing the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by Agent; PROVIDED, HOWEVER, that if Agent or any Lender determines that any condition precedent to such borrowing has not been met (and, in the Administrative case of a Lender, such Lender has so notified Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder), Agent shall not make such borrowing available to Company.

Appears in 1 contract

Samples: Term Loan Agreement (Atlantic Gulf Communities Corp)

Procedure for Borrowing. (ai) The Borrower may borrow under Each US Borrowing shall be made by an irrevocable written request by an Authorized Person of the Commitments during the Commitment Period on any Business Day that an Advance may be requested US Borrowers delivered to Agent. Unless US Swing Lender is not obligated to make a US Swing Loan pursuant to the terms of Section 5.2 of the Participation Agreement2.3(b) below, provided that the -------- Borrower shall give the Administrative Agent irrevocable such notice (which must be received by Agent no later than (A) Noon (Central time) with respect to a request for Base Rate Loans, on the Administrative Agent Business Day that is the requested Funding Date, (iB) 10:00 a.m. (Central time) with respect to a request for Advances to be denominated in Euros or Sterling, at least one Business Day prior to 12:00 Noonthe requested Funding Date, Dallasand (C) Noon (Central time) with respect to a request for LIBOR Rate Loans, Texas time, at least three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansFunding Date, or (ii) prior to 10:00 a.m. Dallasin each case, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A1) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)such US Borrowing, (B2) the requested if such US Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loansdenominated in (x) Dollars, ABR Loans whether such US Borrowing shall be a LIBOR Rate Loan or a combination thereofBase Rate Loan or (y) Euros or Sterling, whether such US Borrowing shall be a LIBOR Rate Loan or an Advance that accrues interest at the Floating Rate, (D3) if the borrowing such US Borrowing is to be a combination of Eurodollar Loans and ABR LoansLIBOR Rate Loan, the respective amounts duration of each Type of Loan and (E) the Interest Period applicable thereto, (4) whether such US Borrowing is to any Eurodollar Loanbe made in Dollars, Euros or Sterling, and (5) the requested Funding Date, which shall be a Business Day; provided, however, that during if US Swing Lender is not obligated to make a US Swing Loan as to a requested US Borrowing, such notice must be received by Agent no later than (w) Noon (Central time) with respect to a request for Base Rate Loans and if Xxxxx Fargo is the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based Lender, on the Eurodollar RateBusiness Day that is the requested Funding Date, (2x) such Interest Period shall commence Noon (Central time) with respect to a request for Base Rate Loans if there is more than one Lender, on the Business Day prior to the date that is the first Eurodollar Loan hereunder is extended and requested Funding Date, (3y) any amounts thereafter borrowed 10:00 a.m. (Central time) with respect to a request for Advances to be denominated in Euros or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas timeSterling, on the Borrowing Date Business Day prior to the date that is the requested Funding Date, or (z) Noon (Central time) with respect to a request for LIBOR Rate Loans, at least three Business Day prior to the requested Funding Date. At Agent’s election, in lieu of delivering the above-described written request, any Authorized Person may give Agent telephonic notice of such request by the Borrower required time. In such circumstances, US Borrowers agree that any such telephonic notice will be confirmed in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 writing within 24 hours of the Participation Agreement, by the Borrower on the books giving of such office with telephonic notice, but the aggregate failure to provide such written confirmation shall not affect the validity of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderrequest.

Appears in 1 contract

Samples: Credit Agreement (Pregis Holding II CORP)

Procedure for Borrowing. Subject to the terms and conditions of ------------------------- this Agreement, Lender shall cause the Revolving Credit Loans to be made to Borrower at any time and from time to time during the Revolving Credit Period of this Agreement upon timely prior oral or written notice ("Borrowing Notice") to Lender specifying (a) The Borrower may borrow under the Commitments during desired amount of the Commitment Period Revolving Credit Loan and (b) the date on any which the Revolving Credit Loan proceeds are to be made available to Borrower, which must be a Business Day. Each Borrowing Notice must be received by Lender not later than 12:00 noon (St. Louis time) on the Business Day that an Advance may on which a Revolving Credit Loan is to be requested pursuant made. Subject to the terms and conditions of Section 5.2 of the Participation this Agreement, provided that Lender has received the -------- Borrowing Notice, Lender shall (unless Lender determines that any applicable condition specified in Section 3 has not been satisfied) make such Revolving Credit Loan to Borrower shall give by crediting the Administrative Agent irrevocable notice amount of such Revolving Credit Loan to an account of Borrower at Lender, not later than 2:30 p.m. (which must be received St. Louis time) on the Business Day specified in said Borrowing Notice. Borrower hereby authorizes Lender to rely on telephonic, telegraphic, telecopy, telex or written instructions of any individual identifying himself or herself as one of the individuals listed on Schedule 2.02 attached hereto (or any other individual from time to time -------------- authorized to act on behalf of Borrower pursuant to a resolution adopted by the Administrative Agent (iBoard of Directors of Borrower and certified by the Secretary of Borrower and delivered to Lender) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loans, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are request to make a Revolving Credit Loan or a repayment hereunder, and on any signature which Lender believes to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)genuine, (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed bound thereby in the same manner as if such person were actually authorized or such signature were genuine. Borrower also hereby agrees to have delivered such notice upon indemnify Lender and hold Lender harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the delivery acceptance of instructions for making Revolving Credit Loans or repayments hereunder. The Revolving Credit Loans shall be evidenced by a notice Revolving Credit Note of Borrower dated the date hereof and payable to the order of Lender in the original principal amount of $1,500,000.00 in the form attached hereto as Exhibit B and --------- incorporated herein by reference (as the Construction Agent same may from time to time be amended, modified, extended or the Lessee containing such required information. Upon receipt of any such notice from the Borrowerrenewed, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder"Revolving Credit Note").

Appears in 1 contract

Samples: Loan Agreement (Air Methods Corp)

Procedure for Borrowing. Each Borrowing of Revolving Advances shall be made upon Borrower’s irrevocable request therefor (athe “Borrowing Request”) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant delivered in writing to the terms of Section 5.2 of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable in the form of a Notice of Borrowing duly completed; which notice (which must be received by the Administrative Agent no later than 12:00 p.m. (New York City time) three (3) Business Days preceding the requested Funding Date specifying (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part amount of the requested Loans are to be Eurodollar LoansBorrowing, or (ii) prior if a LIBOR Rate Loan, the initial Interest Period to 10:00 a.m. Dallasbe applicable thereto, Texas time three which shall be a period contemplated by the definition of the term “Interest Period,” and (iii) the requested Funding Date, which shall be a Business Days prior Day. All Revolving Advances requested in any Borrowing Request must be in an amount not less than $1,000,000 and integral multiples of $500,000 in excess thereof, unless the amount available for further Advances is less than $1,000,000, in which event the Borrowing Request must be in an amount equal to the requested Borrowing Date maximum amount then available for further Advances. If no Interest Period is specified with respect to any Loans that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the requested Borrowing, then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery selected an Interest Period of one month’s duration. Making of Advances. Promptly after receipt of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrowerrequest for a Borrowing pursuant to Section 2.3(a), the Administrative Agent shall promptly notify each Lender thereofthe Revolver Lenders, not later than 1:00 p.m. (New York City time) two (2) Business Days immediately preceding the Funding Date applicable thereto, by telecopy, telephone, or other similar form of transmission, of the requested Borrowing. Each Revolver Lender will shall make the amount of its pro rata share such Revolver Lender’s Pro Rata Share of each borrowing the requested Borrowing available to Administrative Agent in immediately available funds, to such account of Administrative Agent as Administrative Agent may designate, not later than 1:00 p.m. (New York time) on the Funding Date applicable thereto. After Administrative Agent’s receipt of the proceeds of such Revolving Advances, upon satisfaction of the applicable conditions precedent set forth in Article 3 hereof, Administrative Agent shall make the proceeds of such Advances available to Borrower on the applicable Funding Date by transferring same day funds equal to the proceeds of such Revolving Advances received by Administrative Agent to the account designated by Borrower; provided, however, that, subject to the provisions of Section 2.3(c), Administrative Agent shall not request any Revolver Lender to make, and no Revolver Lender shall have the obligation to make, any Advance if Administrative Agent shall have received written notice from any Revolver Lender, or otherwise has actual knowledge, that (1) one or more of the applicable conditions precedent set forth in Article 3 will not be satisfied on the requested Funding Date for the applicable Borrowing unless such condition has been waived by Administrative Agent, or (2) the requested Borrowing would exceed the Availability of the Borrower requesting the Advance on such Funding Date. Unless Administrative Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing after the Closing Date, at least one (1) Business Day prior to the date of such Borrowing, that such Lender will not make available as and when required hereunder to Administrative Agent for the account of Borrower the amount of that Lender’s Pro Rata Share of the Borrowing, Administrative Agent may assume that each Lender has made or will make such amount available to Administrative Agent in immediately available funds on the Funding Date and Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Administrative Agent, together with interest at the office of the Defaulting Lenders Rate for each day during such period. A notice submitted by Administrative Agent specified in Section 9.2 prior to 12:00 Noonany Lender with respect to amounts owing under this subsection shall be conclusive, Dallasabsent manifest error. If such amount is so made available, Texas time, such payment to Administrative Agent shall constitute such Lender’s Advance on the date of Borrowing Date requested by the Borrower in funds immediately for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the Funding Date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Advances composing such Borrowing. Administrative Agent shall not be obligated to transfer to a Defaulting Lender any payments made by Borrower to Administrative Agent for the Defaulting Lender’s benefit; nor shall a Defaulting Lender be entitled to the sharing of any payments hereunder. Amounts payable to a Defaulting Lender shall instead be paid to or retained by Administrative Agent. Such borrowing will then be made available Administrative Agent may hold and, in its discretion, re-lend to Borrower the amount of all such payments received or retained by it for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the Borrower by Loan Documents and determining Pro Rata Shares, such Defaulting Lender shall be deemed not to be a “Lender” and such Lender’s Commitment shall be deemed to be zero (-0-). This Section shall remain effective with respect to such Lender until (x) the Obligations under this Agreement shall have been declared or shall have become immediately due and payable or (y) the requisite non-Defaulting Lenders and Administrative Agent crediting an account designated, subject shall have waived such Lender’s default in writing. The operation of this Section shall not be construed to Section 11.1 of increase or otherwise affect the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount Commitment of any Loan which is repaid Lender, or prepaid relieve or excuse the performance by the Borrower may be reborrowed of its duties and obligations hereunder.

Appears in 1 contract

Samples: Loan Agreement (Ram Energy Resources Inc)

Procedure for Borrowing. (a) The Borrower may borrow under Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant Co-Borrowers’ irrevocable written notice delivered to the terms Agent in the form of Section 5.2 a Notice of the Participation AgreementBorrowing, provided that the -------- Borrower shall give the Administrative Agent irrevocable which notice (which must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas 1:00 p.m. (New York City time, ) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans (other than Daily Eurodollar Rate Loans) shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each Borrowing of Loans consisting only of Daily Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 12:00 p.m. (New York City time) on the Borrowing Date if all specifying the amount of the Borrowing Each such Notice of Borrowing shall be submitted by HoldCo by electronic transfer or any part facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested, (ii) the aggregate amount of the requested Loans are Loan, (iii) the date of such Borrowing, which shall be a Business Day, (iv) whether such Borrowing is to be a Base Rate Loan or a Eurodollar Rate Loan, (v) in the case of a Eurodollar Rate Loan (including Daily Eurodollar Rate Loans), the initial Interest Period to be applicable thereto (including specifying the duration of such Interest Period and the last day of such Interest Period), which shall be a period contemplated by the definition of “Interest Period”, (vi) the location and number of a Co-Borrower’s or Co-Borrowers’ account, and (iivii) prior the Co-Borrower(s) for whom such Loan is requested. If no election as to 10:00 a.m. Dallasthe Type of Borrowing is specified, Texas time three Business Days prior to then the requested Borrowing Date shall be a Base Rate Loan. If no Interest Period is specified with respect to any Loans that are to be ABR requested Eurodollar Rate Loan (other than Daily Eurodollar Rate Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) then the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower Co-Borrowers shall be deemed to have delivered such notice upon selected an Interest Period of 44 one month’s duration. If no Interest Period is specified with respect to any requested Daily Eurodollar Rate Loan, then the delivery Co-Borrowers shall be deemed to have selected an Interest Period of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereofone week’s duration. Each Lender will make requested Eurodollar Rate Loan must, (x) in the case of Working Capital Loans, be in a principal amount of its pro rata share at least $2,000,000 and any multiple of each borrowing available to $1,000,000 in excess thereof and (y) in the Administrative Agent for the account case of the Borrower at the office of the Administrative Agent specified Bridge Loans, be in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No a principal amount of at least $1,000,000 and any Loan which is repaid or prepaid by the Borrower may be reborrowed hereundermultiple of $100,000 in excess thereof.

Appears in 1 contract

Samples: Credit Agreement (Spark Energy, Inc.)

Procedure for Borrowing. (a) The Subject to the terms and express conditions hereof, Borrower may borrow under the Commitments during the Commitment Period on any Business Day (it being understood that an Advance Tranche B Term Loans may be requested pursuant borrowed only on the Closing Date and that Revolving Credit Loans may be borrowed only during the Revolving Credit Commitment Period); provided that, with respect to the terms of Section 5.2 of the Participation Agreementany borrowing, provided that the -------- Borrower shall give the Administrative Agent an irrevocable notice Borrowing Notice (which notice must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas 11:30 a.m. New York City time, in the case of Tranche B Term Loans on the Closing Date and Revolving Credit Loans, (x) three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loans, LIBOR Loans and (y) on the requested Borrowing Date if the borrowing is to be solely of Index Rate Loans (or (ii) prior to 10:00 11:30 a.m. Dallas, Texas New York City time three one Business Days Day prior to the requested Borrowing Date with respect to any in the case of a borrowing of Index Rate Loans that are to be ABR Loans) specifying (A) on the Closing Date or a borrowing of Index Rate Loans in an amount to be borrowed (which on any date shall not be in excess of the then Available Commitmentsgreater than $5,000,000), (B) the requested Borrowing Date, (Cb) whether the borrowing is such Loans are initially to be of Eurodollar Loans, ABR LIBOR Loans or Index Rate Loans or a combination thereof, (Dc) if the borrowing is to be a combination of Eurodollar Loans and ABR entirely or partly LIBOR Loans, the respective amounts length of each the LIBOR Period for such LIBOR Loans and (d) whether the Loan is a Term Loan or Revolving Credit Loan. If no election as to the Type of Loan and (E) borrowing is specified in any such notice, then the Interest requested borrowing shall be borrowing of Index Rate Loans. If no LIBOR Period applicable with respect to any Eurodollar Loan; providedLIBOR Loan is specified in any such notice, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the then Borrower shall be deemed to have delivered such notice upon the delivery selected an LIBOR Period of a notice by the Construction Agent or the Lessee containing such required informationone month’s duration. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each affected Lender thereof. Each Not later than 2:00 p.m., New York City time, on the Borrowing Date specified in such notice, each affected Lender will shall make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested amount of the Loan to be made by such Lender. Loan proceeds received by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then Agent hereunder shall promptly be made available to Borrower in immediately available funds to be delivered by wire transfer to the account(s) designated by Borrower in the applicable borrowing notice, in the aggregate amount actually received by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by from the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Credit Agreement (Clearwater Analytics Holdings, Inc.)

Procedure for Borrowing. Each Borrowing shall be made by the delivery of a completed and executed Swing Loan Notice or a Borrowing/Conversion Notice by an Authorized Person and received by Agent as follows: (ai) The Borrower may borrow under in the Commitments during case of requests for a Swing Loan, delivery of a completed Swing Loan Notice by an Authorized Person to Agent no later than 2:00 p.m. (New York time) on the Commitment Period on any Business Day that an Advance may be is the requested pursuant Funding Date, (ii) in the case of requests for Base Rate Loans, delivery of a Borrowing/Conversion Notice no later than 1:00 p.m.(New York time) on the Business Day that is one (1) Business Day prior to the terms requested Funding Date, and (iii) in the case of Section 5.2 requests for LIBOR Rate Loans, delivery of a Borrowing/Conversion Notice no later than 2:00 p.m. on the Participation Agreement, provided Business Day that the -------- Borrower shall give the Administrative Agent irrevocable notice (which must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas time, three is 3 Business Days prior to the requested Borrowing Date if all Funding Date. In lieu of delivering the above-described Swing Loan Notice or any part a Borrowing/Conversion Notice in respect of the requested Loans are to be Eurodollar Base Rate Loans, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans a such a Borrowing, an Authorized Person may give Agent telephonic notice (a voicemail message does not constitute telephonic notice) of such requested Borrowing by the required time set forth above; in such circumstances, Borrowers agree that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date such telephonic notice shall not be deemed a request for Borrowings, unless a completed and executed Swing Loan Notice or Borrowing/Conversion Notice in excess respect of Base Rate Loans, as the case may be is received by Agent no later than 4:00 p.m.(New York Time) of the then Available Commitments)same day as the telephonic request; failure of Administrative Borrower to provide such written Swing Loan Notice or Borrowing/Conversion Notice, (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period as applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt revocation of any such notice from telephonic request and Swing Lender or Lenders, as the Borrowercase may, be shall have no obligation to fund the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderBorrowing.

Appears in 1 contract

Samples: Credit Agreement (Sirva Inc)

Procedure for Borrowing. (a) The Prior to the Completion Date and, to the extent the proceeds of the requested borrowing are used to pay Project Costs, after the Completion Date but prior to the Final Completion Date, the Borrower may borrow under the Term Loan Commitments or the Revolving Credit Commitments during the Term Loan Commitment Period or the Revolving Credit Commitment Period, as applicable, on any Business Day Day; provided, that an Advance may be requested the Borrower shall give the Administrative Agent in accordance with and pursuant to the terms of Section 5.2 2.4 of the Participation Disbursement Agreement such Notice of Advance Requests in the form, at the times and as required under the Disbursement Agreement. Notwithstanding any provisions of the Disbursement Agreement to the contrary, provided that such Notice of Advance Requests and the -------- Borrower shall give related Advance Confirmation Notices from the Administrative 45 Disbursement Agent irrevocable notice (which in accordance with the provisions of Section 2.4 of the Disbursement Agreement must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas New York City time, (a) three Business Days prior to the requested Borrowing Date if all or any part Date, in the case of the requested Loans are to be Eurodollar Loans, or (iib) prior to 10:00 a.m. Dallas, Texas time three one Business Days Day prior to the requested Borrowing Date with respect to any Date, in the case of Base Rate Loans that are to be ABR Loans) specifying and must specify (Ai) the amount and Type of Loans to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (Bii) the requested Borrowing Date, Date and (Ciii) whether in the borrowing is to be case of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination length of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the initial Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required informationtherefor. Upon receipt of any such notice Advance Confirmation Notice from the BorrowerDisbursement Agent, the Administrative Agent shall promptly notify each Term Loan Lender and/or Revolving Credit Lender, as appropriate, thereof. Each such Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noon10:00 A.M., Dallas, Texas New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then then, upon satisfaction or waiver of the conditions precedent specified in Section 5.2, be made available to the Borrower by the Administrative Agent crediting an account designatedAgent, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount Agent from the Lenders, to the Disbursement Agent in the Collection Account no later than 12:00 Noon, New York City time, on the applicable Borrowing Date who shall then make the proceeds of any Loan which is repaid or prepaid by such Loans available to the Borrower may be reborrowed hereunderin accordance with and upon fulfillment of conditions set forth in the Disbursement Agreement.

Appears in 1 contract

Samples: Credit Agreement (Wynn Resorts LTD)

Procedure for Borrowing. (ai) The Borrower may borrow under Each US Borrowing shall be made by an irrevocable written request by an Authorized Person delivered to Administrative Agent specifying (i) the Commitments during amount of such US Borrowing, (ii) the Commitment Period on any currency in which such US Borrowing will be made and (iii) the requested Funding Date, which shall be a Business Day that an Advance may be requested Day. Unless US Swing Lender is not obligated to make a US Swing Loan pursuant to the terms of Section 5.2 of the Participation Agreement2.3(b) below or Administrative Borrower elects such US Borrowing to be an Offshore Currency Rate Loan or other LIBOR Rate Loan pursuant to Section 2.13(b), provided that the -------- Borrower shall give the Administrative Agent irrevocable such notice (which must be received by the Administrative Agent no later than 10:00 a.m. (iCalifornia time) on the Business Day that is the requested Funding Date; provided, however, that if (x) US Swing Lender is not obligated to make a US Swing Loan as to a requested US Borrowing and Administrative Borrower has not elected such US Borrowing be an Offshore Currency Rate Loan or other LIBOR Rate Loan, such notice must be received by Administrative Agent no later than 10:00 a.m. (California time) on the Business Day prior to 12:00 Noonthe date that is the requested Funding Date, Dallas(y) Administrative Borrower requests that such US Borrowing be a LIBOR Rate Loan denominated in Dollars, Texas such notice must be received by Administrative Agent no later than 11:00 a.m. (California time, three ) at least 3 Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansFunding Date, or (iiz) prior to Administrative Borrower requests that such US Borrowing be an Offshore Currency Rate Loan, such notice must be received by Administrative Agent no later than 10:00 a.m. Dallas, Texas time three (California time) 3 Business Days prior to the date that is the requested Borrowing Date Funding Date. At Administrative Agent’s election with respect to US Borrowings denominated in Dollars, in lieu of delivering the above-described written request, any Loans Authorized Person may give Administrative Agent telephonic notice of such request by the required time. In such circumstances, US Borrowers agree that are any such telephonic notice will be confirmed in writing within 24 hours of the giving of such telephonic notice, but the failure to be ABR Loans) specifying (A) the amount to be borrowed (which on any date provide such written confirmation shall not be in excess affect the validity of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderrequest.

Appears in 1 contract

Samples: Credit Agreement (Sitel Corp)

Procedure for Borrowing. (a) The Borrower Company may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to the terms of Section 5.2 of the Participation AgreementDay, provided that that, with respect to any borrowing, the -------- Borrower Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 2:00 P.M. (or, with respect to Swing Line Loans, 3:00 P.M.), New York City time), (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loans (except that, with respect to Tranche B Term Loans requested to be made on the Closing Date, delivering such notice prior to 10:00 A.M. on the Closing Date will suffice for such Loans to be made as Eurodollar Loans, or ) and (ii) prior to 10:00 a.m. Dallas, Texas time three one Business Days Day prior to the requested Borrowing Date with respect to any (or, in the case of Swing Line Loans that are and, if the Closing Date occurs on the date this Agreement is executed and delivered, Loans made on the Closing Date, on the requested Borrowing Date) if the borrowing is to be ABR Loans) solely of Alternate Base Rate Loans and specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowing, (B) the requested Borrowing Date, (C) whether the borrowing is such Loans are initially to be of Eurodollar Loans, ABR Loans or Alternate Base Rate Loans or a combination thereof, (DC) if the borrowing is to be a combination of entirely or partly Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day length of the Interest Period applicable to for such Eurodollar Loans. Pursuant to Loans and (D) whether the terms of the Participation AgreementLoan is a Tranche B Term Loan, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent Swing Line Loan, a Revolving Loan or the Lessee containing such required informationan Additional Revolving Loan. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender. Not later than 2:00 P.M., New York City time, on the Borrowing Date specified in such notice, each Lender thereof. Each Lender will shall make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on subsection 11.2 (or at such other location as the Borrowing Date requested by the Borrower Administrative Agent may direct) an amount in funds immediately available funds equal to the Administrative Agent. Such borrowing amount of the Loan to be made by such Lender (except that proceeds of Swing Line Loans will then be made available to the Borrower Company in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts hereunder shall promptly be made available to the Company by the Administrative Agent’s crediting the account of the Company, at the office of the Administrative Agent specified in subsection 11.2, with the aggregate amount actually received by the Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Credit Agreement (CSK Auto Corp)

Procedure for Borrowing. (a) The Borrower may borrow under Whenever the Commitments during the Commitment Period on any Business Day that Borrowers desire an ----------------------- Advance may be requested pursuant to the terms of Section 5.2 of the Participation Agreementhereunder, provided that the -------- Borrower they shall give the Administrative Agent irrevocable telegraphic, telex, facsimile or telephonic notice ("Notice of Borrowing") of such requested Advance, which must in the case of telephonic notice, shall be promptly confirmed in writing. Each Notice of Borrowing shall be in the form of Exhibit "A" attached hereto and shall be received by the Administrative Agent (i) prior to 12:00 Noon, not later than 11:00 a.m. Dallas, Texas time, (i) one Business Day prior to the Borrowing Date in the case of the Base Rate Loan, or (ii) three Business Days prior to the requested any proposed Borrowing Date in the case of LIBOR Loans. Each Notice of Borrowing shall specify (i) the Borrowing Date (which, if all or any part of the requested Loans are to at Base Rate Loan, shall be Eurodollar Loansa Business Day and if a LIBOR Loan, or a Business Day), (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) the principal amount to be borrowed borrowed, (which on any date shall not be in excess iii) the portion of the then Available Commitments)Advance constituting Base Rate Loans and/or LIBOR Loans, (Biv) if any portion of the requested Borrowing Date, (C) whether the borrowing proposed Advance is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR constitute LIBOR Loans, the respective amounts of each Type of Loan initial Interest Period selected by Borrowers pursuant to Section 4 hereof to be applicable thereto, and (Ev) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) date upon which such Interest Period shall commence on the date that the first Eurodollar Loan hereunder Advance is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required informationrequired. Upon receipt of any such notice from the BorrowerNotice, the Administrative Agent shall promptly notify advise each Lender thereof. Each Lender will make ; provided, that if the amount Lenders have received at least one (1) day's notice of its pro rata share such Advance prior to funding of a Base Rate Loan, or at least three (3) days' notice of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Advance prior to 12:00 Noonfunding in the case of a LIBOR Loan, each Lender shall provide Agent at its office at 0000 Xxxx Xxxxxx, Xxxxxx, Xxxxx 00000, not later than 1:00 p.m., Dallas, Texas time, on the Borrowing Date Date, in immediately available funds, its pro rata share of the requested Advance, but the aggregate of all such fundings by each Lender shall never exceed such Lender's Commitment. Not later than 2:00 p.m., Dallas, Texas time, on the Borrower in funds immediately Borrowing Date, Agent shall make available to the Administrative AgentBorrowers at the same office, in like funds, the aggregate amount of such requested Advance. Such borrowing will then be made available Neither Agent nor any Lender shall incur any liability to the Borrower Borrowers in acting upon any Notice referred to above which Agent or such Lender believes in good faith to have been given by the Administrative Agent crediting an account designated, subject a duly authorized officer or other person authorized to borrow on behalf of Borrowers or for otherwise acting in good faith under this Section 11.1 2(b). Upon funding of the Participation Advances by Lenders in accordance with this Agreement, by pursuant to any such Notice, the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed Borrowers shall have effected Advances hereunder.

Appears in 1 contract

Samples: Credit Agreement (3tec Energy Corp)

Procedure for Borrowing. (a) The Borrower may borrow under Each Borrowing shall be made upon the Commitments during the Commitment Period on any Business Day that Company's irrevocable written (or irrevocable notice via telephone confirmed immediately by a facsimile provided such notice is confirmed with an Advance may be requested pursuant original written notice sent by mail or courier) notice delivered to the terms Agent in the form of Section 5.2 a Notice of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice Borrowing (which notice must be received by the Administrative Agent prior to 9:00 a.m. (San Francisco time) (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part Date, in the case of the requested Loans are to be Eurodollar Offshore Rate Loans, or ; and (ii) prior to 10:00 a.m. Dallas, Texas time three on the Business Days prior to the requested Borrowing Date with respect to any Loans Day that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) is the requested Borrowing Date, (C) whether in the borrowing is to be case of Eurodollar Base Rate Loans, ABR Loans specifying: the amount of the Borrowing, which shall be in an aggregate minimum amount of $1,000,000 or a combination any multiple of $100,000 in excess thereof; the requested Borrowing Date, (D) if the borrowing is to which shall be a combination of Eurodollar Loans and ABR Loans, Business Day; the respective amounts of each Type of Loan Loans comprising the Borrowing; and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day duration of the Interest Period applicable to Eurodollar such Loans included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, such Interest Period shall be three months. Pursuant provided, however, that with respect to the terms of Borrowing to be made on the Participation AgreementClosing Date, the Borrower Notice of Borrowing shall be deemed delivered to have delivered the Agent not later than 1:00 p.m. (San Francisco time) one Business Day before the Closing Date and such notice upon the delivery Borrowing will consist of a notice by the Construction Base Rate Loans only. The Agent or the Lessee containing such required information. Upon will promptly notify each Bank of its receipt of any Notice of Borrowing and of the amount of such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereofBank's Pro Rata Share of that Borrowing. Each Lender Bank will make the amount of its pro rata share Pro Rata Share of each borrowing Borrowing available to the Administrative Agent for the account of the Borrower Company at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas Agent's Payment Office by 11:00 a.m. (San Francisco time, ) on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing The proceeds of all such Loans will then be made available to the Borrower Company by the Administrative Agent at such office by crediting an the account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower Company on the books of such office BofA with the aggregate of the amounts made available to the Administrative Agent by the Lenders Banks and in like funds as received by the Administrative Agent. No amount of After giving effect to any Loan which is repaid or prepaid by Borrowing, unless the Borrower Agent shall otherwise consent, there may not be reborrowed hereundermore than eight different Interest Periods in effect.

Appears in 1 contract

Samples: Credit Agreement (Ast Research Inc /De/)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that Each Borrowing of Revolver Advances shall be made by a written request by an Advance may be requested pursuant to the terms of Section 5.2 Authorized Person of the Participation Agreement, provided that the -------- applicable Borrower shall give the Administrative Agent irrevocable delivered to Agent. Such notice (which must be received by the Administrative Agent (i1) in the case of Borrowings of Base Rate Loans by the US Borrower, no later than 12:00 noon (New York time) on the Business Day that is the requested Funding Date, (2) in the case of Borrowings of Base Rate Loans by the Foreign Borrower, no later than 12:00 noon (New York time) at least 1 Business Day prior to the requested Funding Date, (3) in the case of Borrowings of LIBOR Rate Loans denominated in Dollars, no later than 12:00 Noon, Dallas, Texas noon (New York time, three ) at least 3 Business Days prior to the requested Borrowing Funding Date if all or any part of the requested Loans are to be Eurodollar Loans, or (ii4) prior to 10:00 a.m. Dallasin the case of Borrowings of LIBOR Rate Loans denominated in Euros, Texas time three no later than 12:00 noon (London time) at least 3 Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) Funding Date, specifying (Ai) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)such Borrowing, (Bii) the requested Borrowing Funding Date, which shall be a Business Day, (Ciii) whether the borrowing applicable Borrower, (iv) [reserved], (v) if such Borrowing is to be of Eurodollar Loansdenominated in Dollars, ABR Loans whether such Borrowing shall be a LIBOR Rate Loan or a combination thereofBase Rate Loan, (Dvi) if the borrowing such Borrowing is to be a combination of Eurodollar Loans and ABR LoansLIBOR Rate Loan, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day duration of the Interest Period applicable thereto, (vii) whether such Borrowing is to Eurodollar Loans. Pursuant be a Dollar Revolver Borrowing or a Multicurrency Revolver Borrowing and (viii) in the case of any Multicurrency Revolver Borrowing, whether such Borrowing is to be made in Dollars or Euros; provided that, notwithstanding anything to the terms contrary herein, unless otherwise agreed from time to time by the Agent in its sole discretion, no Revolver Advances shall be made to the Foreign Borrower prior to the date on which the Final Financing Order shall have been entered by the Bankruptcy Court. Notwithstanding the foregoing, with respect to any Advances to be made on the Closing Date, the Borrowers shall be required to provide such notice no later than 4:00 p.m. (New York time) at least 1 Business Day prior to the Closing Date (or such shorter notice period as may be agreed to by the Agent). At Agent’s election, in lieu of delivering the above-described written request with respect to Advances to be made to the US Borrower, any Authorized Person may give Agent telephonic notice of such request by the required time. In such circumstances, each Borrower agrees that any such telephonic notice will be confirmed in writing within 24 hours of the Participation Agreementgiving of such telephonic notice, but the Borrower failure to provide such written confirmation shall not affect the validity of the request. The Borrowing of any LIBOR Rate Loan shall be deemed subject to have delivered such notice upon the delivery provisions of Section 2.12. Each Borrowing of a notice Term Advance shall be made by delivery to the Agent, with a copy to each of the Required Term Lenders’ Advisors, in each case by e-mail or facsimile, of a written request executed by a Responsible Officer of the US Borrower. Such written request must be received by the Construction Agent and such Required Term Lenders’ Advisors not later than 12:00 noon (New York time) at least 1 Business Day prior to the requested Funding Date (or such later time agreed to by the Lessee containing such required information. Upon receipt of any such notice from the BorrowerAgent), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make specifying (i) the amount of its pro rata share of each borrowing available to such Borrowing and (ii) the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noonrequested Funding Date, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then which shall be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereundera Business Day.

Appears in 1 contract

Samples: Assignment and Acceptance Agreement (Exide Technologies)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to the terms of Section 5.2 of the Participation Agreement, provided that the -------- Borrower Borrowers shall give the Administrative Agent irrevocable notice in the form of Exhibit E (which notice must be received by the Administrative Agent (i) prior to 12:00 Noon11:00 A.M., Dallas, Texas New York City time, three four (4) Business Days prior to the requested Borrowing Date if all or any part of Date, specifying the requested Loans are amount to be Eurodollar Loansborrowed, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) and the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the initial Interest Period applicable to any Eurodollar such Delayed Draw Term Loan; provided, however, that during the Commitment Period (1) there which shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice period contemplated by the Construction Agent or the Lessee containing such required informationdefinition of “Interest Period”). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Delayed Draw Term Lender thereof. Each Not later than 11:00 A.M., Sydney time, on the Funding Date and each other date that a Delayed Draw Term Loan is to be made, each Delayed Draw Term Lender will shall make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office an amount in AUD in immediately available funds equal to the Delayed Draw Term Loan to be made by such Lender. The Administrative Agent shall credit the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower Borrowers on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Delayed Draw Term Lenders in immediately available funds. If no Interest Period is specified with respect to any requested Eurodollar Tranche, then Borrowers shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a borrowing request in the form of Exhibit E and in like funds as received accordance with this Section, the Administrative Agent shall advise each Delayed Draw Term Lender of the details thereof and of the amount of such Delayed Draw Term Lender’s Delayed Draw Term Loan to be made. Each Delayed Draw Term Loan shall be made by the Administrative Agent. No amount Delayed Draw Term Lenders ratably in accordance with their applicable Delayed Draw Term Commitments; provided that the failure of any Delayed Draw Term Lender to make its Delayed Draw Term Loan which shall not in itself relieve any other Delayed Draw Term Lender of its obligation to lend hereunder (it being understood, however, that no Delayed Draw Term Lender shall be responsible for the failure of any other Delayed Draw Term Lender to make any Delayed Draw Term Loan required to be made by such other Delayed Draw Term Lender). Eurodollar Loans comprising any Delayed Draw Term Loan shall be in an aggregate principal amount that is repaid an integral multiple of AUD1,000,000 and not less than AUD5,000,000. Subject to Sections 2.16 and 2.18, each Eurodollar Tranche shall be comprised entirely of Eurodollar Loans as the Borrowers may request in accordance herewith. Each Delayed Draw Term Lender may at its option make any Eurodollar Loan by causing any domestic or prepaid by foreign branch or Affiliate of such Delayed Draw Term Lender to make such Delayed Draw Term Loan; provided that any exercise of such option shall not affect the Borrower obligation of the Borrowers to repay such Delayed Draw Term Loan in accordance with the terms of this Agreement. Borrowings of Delayed Draw Term Loans of more than one Type may be reborrowed hereunderoutstanding at the same time, subject to Section 2.13. For purposes of the foregoing, Eurodollar Tranches having different Interest Periods, regardless of whether they commence on the same date, shall be considered separate borrowings. Notwithstanding any other provision of this Agreement, the Borrowers shall not be entitled to request, or to elect to continue, any Eurodollar Tranche if the Interest Period requested with respect thereto would end after the Delayed Draw Term Loan Maturity Date.

Appears in 1 contract

Samples: Syndicated Facility Agreement (MPT Operating Partnership, L.P.)

Procedure for Borrowing. (a) The Borrower may borrow under shall request the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant Loans by delivering to the terms of Section 5.2 of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice a Borrowing Notice (which Borrowing Notice must be received by the Administrative Agent (i) prior to 12:00 Noonnoon, Dallas, Texas New York City time, (a) three Business Days prior to the requested Borrowing Date if all or any part Closing Date, in the case of the requested Loans are to be Eurodollar Loans, or (iib) prior to 10:00 a.m. Dallas, Texas time three one Business Days Day prior to the Closing Date, in the case of Base Rate Loans). The borrowing of the Loans shall be in an amount equal to $5,000,000 or a whole multiple of $1,000,000 in excess thereof. The Borrowing Notice shall be by telephone, confirmed promptly in writing, or by telecopier or electronic communication, in substantially the form of Exhibit F, specifying therein the requested (i) date of such Borrowing, (ii) the amount of Loans requested, (iii) Type of Loans comprising such Borrowing, (iv) Borrower’s account for such Loans and (v) in the case of any Loans requested to be made as Eurodollar Loans, the initial Interest Period therefor. If no election as to the Type of Loans is specified in the Borrowing Date Notice, then the requested Loans shall be Base Rate Loans. If no Interest Period with respect to any Loans that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loansis specified in any such Borrowing Notice, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, then the Borrower shall be deemed to have delivered such notice upon the delivery selected an Interest Period of a notice by the Construction Agent or the Lessee containing such required informationone month’s duration. Upon receipt of any such notice the Borrowing Notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make its Pro Rata Share of the amount of its pro rata share of each borrowing of Loans available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noonnoon, Dallas, Texas New York City time, on the Borrowing Closing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Senior Bridge Credit Agreement (Northwestern Corp)

Procedure for Borrowing. (ai) The Borrower Each of the applicable Borrowers may borrow under the applicable Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to during the terms of Section 5.2 of period from the Participation Agreement, Closing Date until the Termination Date; provided that the -------- Borrower Borrowers’ Agent shall give the Administrative Agent irrevocable (in the case of any notice except notice with respect to the initial extension of Revolving Loans hereunder) notice in substantially the form of Exhibit B or in such other form as may be agreed between the Borrowers’ Agent and the Agent (each, a “Notice of Borrowing”) (which request must be received by the Administrative Agent (i) prior to (x) 12:00 Noonnoon, Dallas, Texas New York City time, at least three Business Days prior to the requested Borrowing Date Funding Date, if all or any part of the requested Revolving Loans are to be Eurodollar Loansinitially LIBOR Loans denominated in Dollars made to a U.S. Borrower, or (iiy) prior to 10:00 a.m. Dallas12:00 noon, Texas time New York City time, at least three Business Days prior to the requested Borrowing Date with respect to Funding Date, if all or any part of the requested Revolving Loans that are to be ABR Loansinitially LIBOR Loans denominated in Dollars made to any Borrower other than a U.S. Borrower, LIBOR Loans denominated in any Alternative Currency or BA Equivalent Loans or (z) 12:00 noon, New York City time, on the requested Funding Date, for Base Rate Loans or Canadian Prime Rate Loans (or in the case of the initial Borrowing hereunder, in each case, 10:00 a.m., New York City time, one Business Day prior to the date of the initial borrowing hereunder)) specifying (A) the amount to be borrowed (which on any date shall not be in excess identity of the then Available Commitments)Borrower, (B) the currency of the requested Borrowing Dateand the amount to be borrowed, (C) the requested Funding Date, (D) whether the borrowing Borrowing is to be of Eurodollar LIBOR Loans, ABR BA Equivalent Loans, Base Rate Loans or Canadian Prime Rate Loans (as applicable) or a combination thereofthereof (and if not so specified, it shall be deemed a request for Base Rate Loans (Din the case of U.S. Revolving Loans or Canadian Revolving Loans denominated in Dollars), LIBOR Loans with an Interest Period of one month or Canadian Prime Rate Loans (in the case of Canadian Revolving Loans denominated in Canadian Dollars)), and (E) if the borrowing Borrowing is to be a combination entirely or partly of Eurodollar LIBOR Loans and ABR or BA Equivalent Loans, the respective amounts of each such Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day respective lengths of the initial Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation AgreementPeriods or BA Equivalent Interest Periods therefor (and if not so specified, the Borrower it shall be deemed a request for a period of one month). Each Borrowing, except any Base Rate Loan or Canadian Prime Rate Loan to have delivered such notice upon be used solely to pay a like amount of outstanding reimbursement obligations in respect of Letters of Credit or Swingline Loans, shall be in an amount equal to an integral multiple of the delivery of a notice by applicable Borrowing Multiple and not less than the Construction Agent or the Lessee containing such required informationapplicable Borrowing Minimum. Upon receipt of any such notice from the BorrowerBorrowers’ Agent, the Administrative Agent shall promptly notify each Revolving Credit Lender thereof. Each Subject to the satisfaction of the conditions precedent specified in Section 9.2, each Revolving Credit Lender will make the amount of its pro rata share Pro Rata Share of each borrowing Borrowing of Revolving Loans available to the Administrative Agent for the account of the Borrower at Borrower(s) identified in such notice to the office account or accounts from time to time designated by the Agent prior to 3:00 p.m., New York City time (or 10:00 a.m., New York City time, in the case of the Administrative initial borrowing hereunder), or at such other time as to which the Agent specified shall notify the Borrowers’ Agent reasonably in Section 9.2 prior to 12:00 Noon, Dallas, Texas timeadvance of the Funding Date with respect thereto, on the Borrowing Funding Date requested by the Borrower such Borrower(s) in Dollars, Canadian Dollars or any other Alternative Currency, as applicable, and in funds immediately available to the Administrative Agent. Such borrowing Borrowing will then be made available to the relevant Borrower by the Administrative Agent Agent, crediting an the account designated, subject to Section 11.1 of the Participation Agreement, such Borrower designated by the Borrower on the books of such office Borrowers’ Agent in writing, with the aggregate of the amounts made available to the Administrative Agent by the Revolving Credit Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Credit Agreement (Herc Holdings Inc)

Procedure for Borrowing. (a) The Company and any Subsidiary Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to Day, provided, that, the terms of Section 5.2 of Company or the Participation Agreement, provided that the -------- relevant Subsidiary Borrower shall give the Administrative Agent irrevocable a written Borrowing Request (or telephonic notice promptly confirmed with a written Borrowing Request) prior to (which must be received by a) in the Administrative Agent case of Eurocurrency Loans (i) prior to 12:00 Noonin the case of requests made by the Company or any Subsidiary Borrower other than GMGTC, Dallas1:00 P.M., Texas New York City time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loans, or (ii) prior to 10:00 a.m. Dallasin the case of requests made by GMGTC, Texas time 1:00 P.M., London time, three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be or (b) in the case of ABR Loans) , 1:00 P.M., New York City time, on the date of the proposed borrowing, specifying (Ai) the amount and Type of Loans to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (Bii) the requested Borrowing Date, Date and (Ciii) whether in the borrowing is to be case of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Eurocurrency Loans, the respective amounts lengths of each the initial Interest Period(s) therefor; provided further, that, any such Borrowing Request submitted by a Subsidiary Borrower shall include the written consent of the Company. If no election as to the Type of a Loan and (E) is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Interest Period applicable with respect to a Eurocurrency Loan is specified in any Eurodollar Loan; providedsuch notice, however, that during then the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on Company or the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the relevant Subsidiary Borrower shall be deemed to have delivered selected an Interest Period of one month’s duration. Each borrowing under the Commitments shall be in an amount equal to $25 million (or, if the Total Available Commitments at such notice upon the delivery time are less than $25 million, such lesser amount) or a whole multiple of a notice by the Construction Agent or the Lessee containing such required information$5 million in excess thereof. Upon receipt of any such notice from the Company or the relevant Subsidiary Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make (or cause its Applicable Lending Office to make) the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the Company or the relevant Subsidiary Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noon1:00 P.M. (or, Dallasin the case of an ABR Loan requested on the proposed Borrowing Date, Texas 3:00 P.M.), New York City time, on the Borrowing Date requested (or deemed requested) by the Company or the relevant Subsidiary Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Company or the relevant Subsidiary Borrower by the Administrative Agent crediting an the account designated, subject to Section 11.1 of the Participation Agreement, by Company or the relevant Subsidiary Borrower on the books of such office or such other account as the Company or the relevant Subsidiary Borrower may specify to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Joinder Agreement (General Motors Co)

Procedure for Borrowing. (a) The Borrower may borrow under Each Borrowing of a Revolving Loan, Initial Term B Loan or Incremental Term A Loan on the Commitments during Closing Date shall be made upon the Commitment Period on any Business Day that an Advance Borrower’s irrevocable (subject to Section 10.5) written notice delivered to Agent (and, in the case of the Initial Term B Loans, Barclays Bank PLC) substantially in the form of a Notice of Borrowing, which may be requested pursuant given by (A) telephone, or (B) a Notice of Borrowing; provided, that, any telephone notice must be confirmed promptly by delivery to the terms Agent of Section 5.2 a Notice of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which Borrowing. Each Notice of Borrowing must be received by Agent (and, in the Administrative Agent case of the Initial Term B Loans, Barclays Bank PLC) prior to 11:00 a.m. (i) on the Closing Date, with respect to Borrowings of Base Rate Loans to be made on the Closing Date, (ii) on the date which is two (2) Business Days (or, with respect to any Borrowing of Term SOFR Loans to be made on the Closing Date, one (1) Business Day) prior to 12:00 Noonthe requested Borrowing date in the case of each Term SOFR Loan, Dallasand (iii) on the date which is one (1) Business Day prior to the requested Borrowing date of each Base Rate Loan made after the Closing Date; provided, Texas timehowever, that, if the Borrower wishes to request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by Agent not later than 11:00 a.m. four (4) Business Days prior to the requested Borrowing Date if all or any part date of such Borrowing, whereupon Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Loans are Interest Period is acceptable to be Eurodollar Loansall of them, or and not later than 11:00 a.m. three (ii3) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to before the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) date of such Borrowing, Agent shall notify the amount to be borrowed Borrower (which on any date shall not notice may be in excess of the then Available Commitments), (B) the requested Borrowing Date, (Cby telephone) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the requested Interest Period applicable has been consented to any Eurodollar Loan; provided, however, that during by all the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative AgentLenders. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 Notice of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.Borrowing shall specify:

Appears in 1 contract

Samples: Credit Agreement (R1 RCM Inc. /DE)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period notify by delivery of a Notice of Borrowing to Agent prior to 11:00 a.m. (New York time) on any a Business Day of Xxxxxxxx’s request to incur, on that an day, or in the alternative, on the immediately succeeding Business Day thereafter (as specified in the Notice of Borrowing), a Revolving Advance may hereunder. Any amount required to be requested pursuant paid as interest hereunder, or as fees or other charges under this Agreement or any other agreement with Agent, any Lender and/or the Issuer, or with respect to the terms of Section 5.2 any other Obligation, which shall become due, if not otherwise paid when due, shall be deemed a request for a Revolving Advance to be maintained as a Domestic Rate Loan as of the Participation date such payment is due, in the amount required to pay in full such interest, fee, charge or Obligation under this Agreement, provided that or any other agreement with Agent, any Lender and/or the -------- Issuer and such request shall be irrevocable. (b) Notwithstanding the provisions of subsection (a) above, in the event Borrower desires to obtain a SOFR Loan, Borrower shall give deliver a Notice of Borrowing to Agent by no later than 11:00 a.m. (New York time) on the Administrative Agent irrevocable notice day which is three (which must be received by the Administrative Agent (i3) prior to 12:00 Noon, Dallas, Texas time, three U.S. Government Securities Business Days prior to the requested Borrowing Date if all or any part date such SOFR Loan is to be borrowed, specifying (i) the date of the requested Loans are to proposed borrowing (which shall be Eurodollar Loansa Business Day), or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) type of borrowing and the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that of such Revolving Advance to be borrowed, which amount shall be in a minimum amount of $5,000,000 and in integral multiples of $500,000 in excess thereof, and (iii) the duration of the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loanstherefor. Pursuant to the terms Interest Periods for SOFR Loans consisting of the Participation Agreement, the Borrower Revolving Advances shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent for one, three or the Lessee containing such required informationsix months. Upon receipt of any such notice from the Borrower, the Administrative Agent No SOFR Loan shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to Borrower during the continuance of a Default or an Event of Default. After giving effect to each such borrowing, there shall not be outstanding more than six (6) SOFR Loans consisting of Revolving Advances, in the aggregate at any time. Agent shall provide Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 with a quote of the Participation Agreementactual interest rate available for the SOFR Loan requested by Xxxxxxxx, by the Borrower which quote shall be given on the books of day after such office with SOFR Loan is requested and such quote shall be effective from the aggregate of the amounts made available to the Administrative day provided by Agent by the Lenders and in like funds as received by the Administrative Agentuntil two (2) Business Days thereafter. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.46

Appears in 1 contract

Samples: Loan and Security Agreement (Veeco Instruments Inc)

Procedure for Borrowing. (a) The Borrower may borrow under To request the Commitments during Loans to be made on the Commitment Period on any Business Day that an Advance may be requested pursuant to Closing Date, the terms of Section 5.2 of the Participation Agreement, provided that the -------- Borrower shall give deliver to the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas New York City time, (a) three Business Days prior to the requested Borrowing Date if all or any part Closing Date, in the case of the requested Loans are to be Eurodollar Loans, or (iib) prior to 10:00 a.m. Dallas, Texas time three on the Business Days Day prior to the requested Borrowing Date with respect Closing Date, in the case of Base Rate Loans (or, in the case of (a) or (b), such shorter period as may be acceptable to any Loans that are to be ABR Loans) the Administrative Agent), specifying (A) the amount and Type of Loans to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (B) in the requested Borrowing Date, (C) whether the borrowing is to be case of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor, and (EC) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required informationrequested Closing Date. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noon2:00 p.m., Dallas, Texas New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an the account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount Without limiting a form of notice permitted under this Agreement, it is understood that a written notice of a borrowing request or a written confirmation of any Loan which is repaid oral notice of a borrowing request may be signed: (i) by means of a facsimile or prepaid by stamp signature of a Responsible Officer of the Borrower may be reborrowed hereunder.or (ii) by another officer of the Borrower who has been authorized to make such requests, if the funds are made available to the Borrower pursuant to the terms of a wire transfer instruction or authorization acceptable to the Administrative Agent. [Credit Agreement]

Appears in 1 contract

Samples: Credit Agreement (Chesapeake Energy Corp)

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Procedure for Borrowing. (ai) The Borrower Each of the applicable Borrowers may borrow under the applicable Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to during the terms of Section 5.2 of period from the Participation Agreement, Closing Date until the Termination Date; provided that the -------- Borrower Borrowers’ Agent shall give the Administrative Agent irrevocable (in the case of any notice except notice with respect to the initial extension of Revolving Loans hereunder) notice in substantially the form of Exhibit B or in such other form as may be agreed between the Borrowers’ Agent and the Agent (each, a “Notice of Borrowing”) (which request must be received by the Administrative Agent (i) prior to (x) 12:00 Noonnoon, Dallas, Texas New York City time, three at least two Business Days prior to the requested Borrowing Date Funding Date, if all or any part of the requested Revolving Loans are to be Eurodollar Loansinitially LIBOR Loans denominated in Dollars made to a U.S. Borrower, or (iiy) prior to 10:00 a.m. Dallas12:00 noon, Texas time New York City time, at least three Business Days prior to the requested Borrowing Date with respect to Funding Date, if all or any part of the requested Revolving Loans that are to be ABR initially LIBOR Loans denominated in Dollars made to any Borrower other than a U.S. Borrower, LIBOR Loans denominated in any Alternative Currency or, BA Equivalent Loans, Bank Bxxx Rate Loans or SXXXX Rate Loans or (z) 12:00 noon, New York City time, on the requested Funding Date, for Base Rate Loans or Canadian Prime Rate Loans (or in the case of the initial Borrowing hereunder, in each case, 10:00 a.m., New York City time, one Business Day prior to the date of the initial borrowing hereunder)) specifying (A) the amount to be borrowed (which on any date shall not be in excess identity of the then Available Commitments)Borrower, (B) the currency of the requested Borrowing Dateand the amount to be borrowed, (C) the requested Funding Date, (D) whether the borrowing Borrowing is to be of Eurodollar LIBOR Loans, ABR BA Equivalent Loans, Base Rate Loans or, Canadian Prime Rate Loans, SXXXX Rate Loans or Bank Bxxx Rate Loans (as applicable) or a combination thereofthereof (and if not so specified, it shall be deemed a request for Base Rate Loans (Din the case of U.S. Revolving Loans, ROW Revolving Loans denominated in Dollars or Canadian Revolving Loans denominated in Dollars), LIBOR Loans with an Interest Period of one month (in the case of ROW Revolving Loans denominated in an Alternative Currency other than Sterling, Australian Dollars or New Zealand Dollars or in the case of ANZ Revolving Loans denominated in Dollars) or, Canadian Prime Rate Loans (in the case of Canadian Revolving Loans denominated in Canadian Dollars), SXXXX Rate Loans (in the case of Revolving Loans denominated in Sterling) or Bank Bxxx Rate Loans with an Interest Period of one month (in the case of Revolving Loans denominated in Australian Dollars or New Zealand Dollars)) (provided that no such Notice of Borrowing shall request (x) ANZ Revolving Loans that are Base Rate Loans, and any such request shall be deemed to be a request for LIBOR Loans or Bank Bxxx Rate Loans, as applicable, in each case with an Interest Period of one month (for the avoidance of doubt, this proviso shall not apply to any ANZ Swingline Loans requested pursuant to Section 2.3(e)) or (y) Revolving Loans denominated in Sterling that are LIBOR Loans, and any such request shall be deemed to be a request for SXXXX Rate Loans), and (E) if the borrowing Borrowing is to be a combination entirely or partly of Eurodollar LIBOR Loans and ABR or, BA Equivalent Loans or Bank Bxxx Rate Loans, the respective amounts of each such Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day respective lengths of the initial Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation AgreementPeriods or BA Equivalent Interest Periods therefor (and if not so specified, the Borrower it shall be deemed a request for a period of one month). Each Borrowing, except any Base Rate Loan or Canadian Prime Rate Loan to have delivered such notice upon be used solely to pay a like amount of outstanding reimbursement obligations in respect of Letters of Credit or Swingline Loans, shall be in an amount equal to an integral multiple of the delivery of a notice by applicable Borrowing Multiple and not less than the Construction Agent or the Lessee containing such required informationapplicable Borrowing Minimum. Upon receipt of any such notice from the BorrowerBorrowers’ Agent, the Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereof. Each Subject to the satisfaction of the conditions precedent specified in Section 9.2 and except as otherwise set forth in Section 2.10, each applicable Revolving Credit Lender will make the amount of its pro rata share Pro Rata Share (or, in the case of Bank of America (for so long as it shall be a Revolving Credit Lender), in the case of any Borrowing of Canadian Revolving Loans or ROW Revolving Loans, as applicable, its Pro Rata Share plus an amount equal to the sum of the Pro Rata Share of each borrowing Participating Canadian Lender or Participating ROW Lender, as applicable, provided that, so long as any Participating Canadian Lender or Participating ROW Lender is a Defaulting Lender, Bank of America shall not be required to fund or otherwise make available the Pro Rata Share of such Participating Canadian Lender or Participating ROW Lender) of each Borrowing of Revolving Loans available to the Administrative Agent for the account of the Borrower at Borrower(s) identified in such notice to the office account or accounts from time to time designated by the Agent prior to 3:00 p.m., New York City time (or 10:00 a.m., New York City time, in the case of the Administrative initial borrowing hereunder), or at such other time as to which the Agent specified shall notify the Borrowers’ Agent reasonably in Section 9.2 prior to 12:00 Noon, Dallas, Texas timeadvance of the Funding Date with respect thereto, on the Borrowing Funding Date requested by the Borrower such Borrower(s) in Dollars, Euros, Sterling, Canadian Dollars, Australian Dollars, New Zealand Dollars or any other Alternative Currency, as applicable, and in funds immediately available to the Administrative Agent. Such borrowing Borrowing will then be made available to the relevant Borrower by the Administrative Agent Agent, crediting an the account designated, subject to Section 11.1 of the Participation Agreement, such Borrower designated by the Borrower on the books of such office Borrowers’ Agent in writing, with the aggregate of the amounts made available to the Administrative Agent by the applicable Revolving Credit Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.77

Appears in 1 contract

Samples: Credit Agreement (United Rentals North America Inc)

Procedure for Borrowing. (a) The Company and any Subsidiary Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to Day; provided, that, the terms of Section 5.2 of Company or the Participation Agreement, provided that the -------- relevant Subsidiary Borrower shall give the Administrative Agent irrevocable a written Borrowing Request (or telephonic notice (which must be received by the Administrative Agent (ipromptly confirmed with a written Borrowing Request) prior to 12:00 Noon(a) in the case of Term Benchmark Loans, Dallas11:00 a.m., Texas New York City time, three Business Days prior to the requested Borrowing Date Date, (b) in the case of Daily Simple SOFR Loans (if all applicable following a Benchmark Replacement or any part of the requested Loans are to be Eurodollar Loansin accordance with Section 2.18(f)(i)), or (ii) prior to 10:00 a.m. Dallas11:00 a.m., Texas time three New York City time, five Business Days prior to the requested Borrowing Date with respect to any Loans that are to be or (c) in the case of ABR Loans) , 11:00 a.m., New York City time, on the date of the proposed borrowing, specifying (Ai) the amount and Type of Loans to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (Bii) the requested Borrowing Date, Date and (Ciii) whether in the borrowing is to be case of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Term Benchmark Loans, the respective amounts lengths of each the initial Interest Period(s) therefor; provided further, that, any such Borrowing Request submitted by a Subsidiary Borrower shall include the written consent of the Company. If no election as to the Type of a Loan and (E) is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Interest Period applicable with respect to a Term Benchmark Loan is specified in any Eurodollar Loan; providedsuch notice, however, that during then the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on Company or the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the relevant Subsidiary Borrower shall be deemed to have delivered selected an Interest Period of one month’s duration. Each borrowing under the Commitments shall be in an amount equal to $25 million (or, if the Total Available Commitments at such notice upon the delivery time are less than $25 million, such lesser amount) or a whole multiple of a notice by the Construction Agent or the Lessee containing such required information$5 million in excess thereof. Upon receipt of any such notice from the Company or the relevant Subsidiary Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make (or cause its Applicable Lending Office to make) the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the Company or the relevant Subsidiary Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noon1:00 P.M. (or, Dallasin the case of an ABR Loan requested on the proposed Borrowing Date, Texas 3:00 P.M.), New York City time, on the Borrowing Date requested (or deemed requested) by the Company or the relevant Subsidiary Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Company or the relevant Subsidiary Borrower by the Administrative Agent crediting an the account designated, subject to Section 11.1 of the Participation Agreement, by Company or the relevant Subsidiary Borrower on the books of such office or such other account as the Company or the relevant Subsidiary Borrower may specify to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Guarantee Agreement (General Motors Financial Company, Inc.)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that Each Borrowing shall be made by delivery of a Notice of Borrowing by an Advance may be requested Authorized Person to Agent. Unless Swing Lender is not obligated to make a Swing Loan pursuant to the terms Section 2.3(b) below, such Notice of Section 5.2 of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which Borrowing must be received by Agent no later than 1:00 p.m. (Georgia time) on the Administrative Agent Business Day that is the requested Funding Date, specifying (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the whether such Borrowing is requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loansan Advance or a Term Loan, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)such Borrowing, (Biii) the requested Borrowing Funding Date, which shall be a Business Day, and (Civ) whether the borrowing is use of the proceeds of such Borrowing and the time period within which such proceeds are expected to be used, which time period shall not exceed 5 Business Days after the Funding Date of Eurodollar Loans, ABR Loans such Borrowing (or a combination certification that the proceeds of such Borrowing shall be used to fund working capital and Capital Expenditure needs of Borrowers or to make interest payments in respect of the Senior Subordinated Notes (subject in all respects to the subordination provisions thereof) or the Senior Floating Rate Notes, in each case, within a reasonable period of time (Dnot to exceed 5 Business Days) if after the borrowing is to be a combination Funding Date of Eurodollar Loans such Borrowing and ABR Loans, not for the respective amounts purpose of each Type aggregating cash and Cash Equivalents of Loan Parent and (E) the Interest Period applicable to any Eurodollar Loanits Subsidiaries); provided, however, that during the Commitment Period if Swing Lender is not obligated to make a Swing Loan as to a requested Borrowing, such Notice of Borrowing must be received by Agent no later than 1:00 p.m. (1Georgia time) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on Business Day prior to the date that is the first Eurodollar Loan hereunder is extended and requested Funding Date. At Agent's election, in lieu of delivering a Notice of Borrowing, any Authorized Person may give Agent telephonic notice of such request by the required time, specifying the information set forth in clauses (3i) through (iv) above. In such circumstances, Borrowers agree that any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only such telephonic notice will be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the confirmed by delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt Notice of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account Borrowing within 24 hours of the Borrower at giving of such telephonic notice, but the office failure to provide such Notice of Borrowing shall not affect the validity of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderrequest.

Appears in 1 contract

Samples: Credit Agreement (Angiotech Pharmaceuticals Inc)

Procedure for Borrowing. (a) The Borrower may borrow under the Revolving Credit Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to during the terms of Section 5.2 of the Participation AgreementRevolving Credit Commitment Period, provided provided, however, that the -------- Borrower shall give notify the Administrative Agent irrevocable notice (which must be received by the Administrative Agent (iby telephone or telecopy) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to no later than 11:00 A.M. on the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansDate, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) the aggregate principal amount to be borrowed (which on any date shall not be in excess of under the then Available Revolving Credit Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing Advance is to be a combination of Eurodollar Loans and ABR LoansTarget Rate Advance or a LIBOR Advance (if no interest rate option is specified, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, then the Borrower shall be deemed to have delivered specified the Target Rate Advance option) and (C) the requested Borrowing Date. Each such notice upon shall be irrevocable and confirmed immediately by delivery to the delivery Agent of a notice Borrowing Request. The Agent and each Lender shall be authorized to rely upon any Borrowing Request made by any representative of the Borrower as constituting an authorized Borrowing Request under the Revolving Credit Loans by the Construction Agent or the Lessee containing such required informationBorrower. Upon receipt of any such each notice of borrowing from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to the provisions of Section 2.1.3 hereof and its receipt of the notice referred to in the preceding sentence, each Lender will make the amount of its pro rata share Revolving Credit Commitment Percentage of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, not later than 3:00 P.M. on the relevant Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Borrower, by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by Borrower maintained with Agent for such purpose with the Borrower on the books amount of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderborrowing.

Appears in 1 contract

Samples: Loan Agreement (Herley Industries Inc /New)

Procedure for Borrowing. (a1) The Either Borrower may borrow under the Commitments during the Commitment Period request a borrowing hereunder, on any Business Day that an Advance may be requested pursuant during the period from and including the Effective Date to and including the Termination Date, by delivering to (i) the Lender, with a copy to the terms Mortgage Custodian, a Mortgage Loan Tape and Mortgage Loan Schedule or (ii) to the Bond/PC Custodian, a Participation Certificate Tape and Participation Certificate Schedule, or a Pledged Stock Summary and/or Bond Summary, as applicable, (the "Applicable Notice Documents"), and an irrevocable written notice of Section 5.2 borrowing and pledge substantially in the form of Exhibit D-1, Xxxxxxx X-0, Xxxxxxx X-0 xx Exhibit D-4 attached hereto, as applicable, (each a "Notice of Borrowing and Pledge"), appropriately completed, which such Notice of Borrowing and Pledge and the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which related Applicable Notice Documents must be received by the Administrative Agent (i) Lender prior to 12:00 Noon10:00 a.m., Dallas, Texas New York City time, at least three (3) Business Days prior to the -45- 51 requested Funding Date; provided that the Lender shall be under no obligation to make an Advance more than once daily. Such Notice of Borrowing Date if all or any part and Pledge shall (i) include the Applicable Notice Documents in respect of the Eligible Assets that the Borrower proposes to pledge to the Lender and be included in the Borrowing Base in connection with such Advance, (ii) contain the amount of the requested Loans are Advance, which shall in all events be at least equal to $3,000,000 or such lesser amount as mutually agreed upon by the Lender and the related Borrower, to be Eurodollar Loans, or made on such Funding Date (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) setting forth the amount to be borrowed (which on any date shall not be in excess of the then Available CommitmentsAdvance allocable to each Eligible Asset or Underlying Eligible Bond, as applicable, set forth on the attached Mortgage Loan Schedule, Participation Certificate Schedule or the Bond Summary, as applicable), (Biii) specify the requested Borrowing Funding Date, (C) whether which shall be not earlier than the borrowing is to be third Business Day following the date of Eurodollar Loans, ABR Loans or a combination thereofsuch Notice of Borrowing and Pledge, (Div) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and contain (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2by attachment) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date other information reasonably requested by the Borrower Lender from time to time and (v) the applicable agreement evidencing the Purchase Price Percentage as reflected in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designatedMortgage Loan Schedule, subject to Section 11.1 of the Participation AgreementCertificate Schedule or Bond Summary, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderapplicable.

Appears in 1 contract

Samples: Master Loan and Security Agreement (Hanover Capital Mortgage Holdings Inc)

Procedure for Borrowing. (a) 16. The Borrower may borrow (i) under the applicable Revolving Commitments during the applicable Revolving Commitment Period on any Business Day that an Advance may be requested pursuant to and (ii) the terms of Section 5.2 of Amendment No. 8 SISO Term Loans in a single draw on the Participation Agreement, Amendment No. 8 Effective Date; provided that the -------- Borrower shall give the Administrative Agent irrevocable written notice (which notice must be received by the Administrative Agent (i) in the case of Eurocurrency Loans denominated in Dollars, prior to 12:00 Noon, Dallas, Texas New York City time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansDate, or (ii) in the case of ABR Loans up to $40 million, prior to 10:00 a.m. Dallasa.m., Texas time three New York City time, on the proposed Borrowing Date, or in the case of ABR Loans in excess of $40 million, prior to 1:00 p.m., New York City time, one Business Days Day prior to the requested proposed Borrowing Date with respect to any Loans that are to be ABR Loans) Date), specifying (Aw) the amount and Type of Loans to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (Bx) the requested Borrowing Date, and (Cy) whether in the borrowing is to be case of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Eurocurrency Loans, the respective amounts of each such Type of Loan and (E) the respective lengths of the initial Interest Period applicable to any Eurodollar Loantherefor; provided, howeverfurther, that during if the Commitment Borrower wishes to request Eurocurrency Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (1which notice may be by telephone) there whether or not the requested Interest Period has been consented to by all the Lenders. Each borrowing by the Borrower under the Revolving Commitments shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on in an amount equal to (x) in the Eurodollar Ratecase of ABR Loans, $250,000 or a whole multiple of $100,000 in excess thereof (2or, if the then aggregate Available Revolving Commitments of Revolving Lenders in respect of any Tranche are less than $250,000, such lesser amount with respect to borrowings under such Tranche) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3y) any amounts thereafter borrowed in the case of Eurocurrency Loans, the Borrowing Minimum or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day a whole multiple of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required informationBorrowing Multiple in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noon3:00 p.m., Dallas, Texas New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an the account designated, subject to Section 11.1 of the Participation Agreement, designated in writing by the Borrower on to the books of such office Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the such Lenders and in like funds as received by the Administrative Agent. No amount If no election as to the Type of a Loan is specified, then the requested Loan shall be an ABR Loan. If no Interest Period is specified with respect to any Loan which is repaid or prepaid by requested Eurocurrency Loan, the Borrower may shall be reborrowed hereunderdeemed to have selected an Interest Period of one month’s duration. Each Swingline Loan shall be made in accordance with the procedures set forth in Section 2.6.

Appears in 1 contract

Samples: Collateral Agreement (Revlon Consumer Products Corp)

Procedure for Borrowing. Subject to the terms and ----------------------- conditions of this Agreement, the Borrower may borrow Loans during the applicable Availability Period on any Business Day; provided that the Lender -------- shall have received from the Borrower a notice of borrowing (athe "Notice of --------- Borrowing") substantially in the form of Exhibit A, requesting such borrowing --------- (each, a "Borrowing"). The Borrower may borrow Loans on the same Business Day --------- for different Aircraft. Each such Notice of Borrowing shall constitute the Borrower's irrevocable commitment to make the Borrowing requested therein and shall specify (i) the Aircraft to which such proposed Borrowing relates, (ii) the amount of the proposed Borrowing (which amount shall equal the then aggregate amount of the Deposit Payments then due and owing (including previously deferred amounts) to the Manufacturer under the Commitments during Purchase Agreement for such Aircraft plus, in the Commitment Period on any case of the initial Borrowing hereunder the aggregate amount of Deposit Payments previously advanced by the Borrower to the Manufacturer under the Purchase Agreement with respect to such Aircraft (less $1,000,000 per Aircraft)), (iii) the proposed Borrowing Date (which shall be a Business Day that an Advance may and which shall not be requested pursuant earlier than the date such amounts are due under the Purchase Agreement) and (iv) disbursement instructions (which disbursements shall be made by the Lender directly to the terms Manufacturer other than, with respect the initial Borrowing hereunder, amounts disbursed to the Borrower in reimbursement of Section 5.2 previously funded Deposit Payments). In addition, to be effective, each such Notice of Borrowing (other than with respect to the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which initial Borrowing hereunder) must be received by the Administrative Agent (i) Lender prior to 12:00 Noon, Dallas, Texas New York City time, three (3) Business Days prior to the requested Borrowing Date if all or any part Date. The Lender shall cause the proceeds of the requested Loans are each Loan to be Eurodollar Loans, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be available in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing immediately available to the Administrative Agent funds for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 (or on its behalf) prior to 12:00 Noon12:30 p.m., Dallas, Texas New York City time, on the Borrowing Date requested by the Borrower in funds immediately available Borrower. The Lender shall cause such proceeds to the Administrative Agent. Such borrowing will then be made available hereunder to the Manufacturer or the Borrower in connection with each Borrowing in the manner specified in the Notice of Borrowing by the Administrative Agent crediting an account designated, subject to Section 11.1 Borrower. The Borrower agrees that the actual transfer of the Participation Agreement, proceeds of a Loan to the bank designated by the Borrower for credit to the Manufacturer's or the Borrower's account (as applicable) maintained at such bank shall constitute conclusive evidence that the Loan was made, and neither the failure of the Lender to endorse on the schedule attached to any Note the amount of such Loan, nor any failure of the bank designated by the Borrower to credit proceeds of a Loan to the Manufacturer's or the Borrower's account (as applicable) maintained at such bank, nor any failure of the Manufacturer to credit proceeds of a Loan to the account of the Borrower maintain on the books of such office with the aggregate and records of the amounts made available to Manufacturer, shall affect the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed Borrower's obligations hereunder.

Appears in 1 contract

Samples: Loan Agreement (Midway Airlines Corp)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that Each Borrowing of Revolver Advances shall be made by a written request by an Advance may be requested pursuant to the terms of Section 5.2 Authorized Person of the Participation Agreement, provided that the -------- applicable Borrower shall give the Administrative Agent irrevocable delivered to Agent. Such notice (which must be received by the Administrative Agent (i1) in the case of Borrowings of Base Rate Loans by the US Borrower, no later than 12:00 noon (New York time) on the Business Day that is the requested Funding Date, (2) in the case of Borrowings of Base Rate Loans by the Foreign Borrower, no later than 12:00 noon (New York time) at least 1 Business Day prior to the requested Funding Date, (3) in the case of Borrowings of LIBOR Rate Loans denominated in Dollars, no later than 12:00 Noon, Dallas, Texas noon (New York time, three ) at least 3 Business Days prior to the requested Borrowing Funding Date if all or any part of the requested Loans are to be Eurodollar Loans, or (ii4) prior to 10:00 a.m. Dallasin the case of Borrowings of LIBOR Rate Loans denominated in Euros, Texas time three no later than 12:00 noon (London time) at least 3 Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) Funding Date, specifying (Ai) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)such Borrowing, (Bii) the requested Borrowing Funding Date, which shall be a Business Day, (Ciii) whether the borrowing applicable Borrower, (iv) [reserved], (v) if such Borrowing is to be of Eurodollar Loansdenominated in Dollars, ABR Loans whether such Borrowing shall be a LIBOR Rate Loan or a combination thereofBase Rate Loan, (Dvi) if the borrowing such Borrowing is to be a combination of Eurodollar Loans and ABR LoansLIBOR Rate Loan, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day duration of the Interest Period applicable thereto, and (vii) whether such Borrowing is to Eurodollar Loans. Pursuant be made in Dollars or Euros; provided that, notwithstanding anything to the terms contrary herein, unless otherwise agreed from time to time by the Agent in its sole discretion, no Revolver Advances shall be made to the Foreign Borrower prior to the date on which the Final Financing Order shall have been entered by the Bankruptcy Court. Notwithstanding the foregoing, with respect to any Advances to be made on the Closing Date, the Borrowers shall be required to provide such notice no later than 4:00 p.m. (New York time) at least 1 Business Day prior to the Closing Date (or such shorter notice period as may be agreed to by the Agent). At Agent’s election, in lieu of delivering the above-described written request with respect to Advances to be made to the US Borrower, any Authorized Person may give Agent telephonic notice of such request by the required time. In such circumstances, each Borrower agrees that any such telephonic notice will be confirmed in writing within 24 hours of the Participation Agreementgiving Exhibit 10.61 DIP Credit Agreement of such telephonic notice, but the Borrower failure to provide such written confirmation shall not affect the validity of the request. The Borrowing of any LIBOR Rate Loan shall be deemed subject to have delivered such notice upon the delivery provisions of Section 2.12. Each Borrowing of a notice Term Advance shall be made by delivery to the Agent, with a copy to each of the Required Term Lenders’ Advisors, in each case by e-mail or facsimile, of a written request executed by a Responsible Officer of the US Borrower. Such written request must be received by the Construction Agent and such Required Term Lenders’ Advisors not later than 12:00 noon (New York time) at least 1 Business Day prior to the requested Funding Date (or such later time agreed to by the Lessee containing such required information. Upon receipt of any such notice from the BorrowerAgent), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make specifying (i) the amount of its pro rata share of each borrowing available to such Borrowing and (ii) the Administrative Agent for requested Funding Date, which shall be a Business Day. Borrowing Parameters. Revolver Advances denominated in Dollars may be Base Rate Loans or LIBOR Rate Loans. Revolver Advances denominated in Euros may only be LIBOR Rate Loans or (at the account discretion of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent) Swingline Loans. Such borrowing will then Each Swingline Loan shall be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderOvernight LIBO Loan.

Appears in 1 contract

Samples: Possession Credit Agreement (Exide Technologies)

Procedure for Borrowing. (a) The Borrower may borrow under the Revolving Credit Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to during the terms of Section 5.2 of the Participation AgreementRevolving Credit Commitment Period, provided provided, however, that the -------- Borrower shall give notify the Administrative Agent irrevocable notice (which must be received by the Administrative Agent (iby telephone or telecopy) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to no later than 11:00 A.M. on the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar LoansDate, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) specifying (A) the aggregate principal amount to be borrowed (which on any date shall not be in excess of under the then Available Revolving Credit Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing Advance is to be a combination of Eurodollar Loans and ABR LoansBase Rate Advance or a LIBOR Advance (if no interest rate option is specified, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, then the Borrower shall be deemed to have delivered specified the Base Rate Advance option) and (C) the requested Borrowing Date. Each such notice upon shall be irrevocable and confirmed immediately by delivery to the delivery Agent of a notice Borrowing Request. The Agent and each Lender shall be authorized to rely upon any Borrowing Request made by any representative of the Borrower as constituting an authorized Borrowing Request under the Revolving Credit Loans by the Construction Agent or the Lessee containing such required informationBorrower. Upon receipt of any such each notice of borrowing from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to its receipt of the notice referred to in the preceding sentence, each Lender will make the amount of its pro rata share Revolving Credit Commitment Percentage of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, not later than 3:00 P.M. on the relevant Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Borrower, by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by Borrower maintained with Agent for such purpose with the Borrower on the books amount of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderborrowing.

Appears in 1 contract

Samples: Loan Agreement (Herley Industries Inc /New)

Procedure for Borrowing. (a) The Borrower Company may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to the terms of Section 5.2 of the Participation AgreementDay, provided that that, with respect to any borrowing, the -------- Borrower Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 2:00 p.m. (or, with respect to Swing Line Loans, 3:00 p.m.), New York City time), (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are to be Eurodollar Loans, or Loans and (ii) prior to 10:00 a.m. Dallas, Texas time three one Business Days Day prior to the requested Borrowing Date with respect to any (or, in the case of Swing Line Loans that are and Loans made on the Closing Date, on the requested Borrowing Date) if the borrowing is to be ABR Loans) solely of Alternate Base Rate Loans and specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowing, (B) the requested Borrowing Date, (C) whether the borrowing is such Loans are initially to be of Eurodollar Loans, ABR Loans or Alternate Base Rate Loans or a combination thereof, (DC) if the borrowing is to be a combination entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and ABR Loans(D) whether the Loan is a Tranche B-2 Term Loan (with respect to Loans made on the Closing Date), the respective amounts of each Type of a Swing Line Loan and (E) the Interest Period applicable to any Eurodollar or a Revolving Credit Loan; provided, however, that during the Commitment Period (1) there Loans made on the Closing Date shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar made initially as Alternate Base Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender. Not later than 2:00 p.m., New York City time, on the Borrowing Date specified in such notice, each Lender thereof. Each Lender will shall make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on subsection 11.2 (or at such other location as the Borrowing Date requested by the Borrower Administrative Agent may direct) an amount in funds immediately available funds equal to the Administrative Agent. Such borrowing amount of the Loan to be made by such Lender (except that proceeds of Swing Line Loans will then be made available to the Borrower Company in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts hereunder shall promptly be made available to the Company by the Administrative Agent's crediting the account of the Company, at the office of the Administrative Agent specified in subsection 11.2, with the aggregate amount actually received by the Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Credit Agreement (CSK Auto Corp)

Procedure for Borrowing. (a) The Prior to the Completion Date and, to the extent the proceeds of the requested borrowing are used to pay Project Costs, after the Completion Date but prior to the Final Completion Date, the Borrower may borrow under the Term Loan Commitments or the Revolving Credit Commitments during the Term Loan Commitment Period or the Revolving Credit Commitment Period, as applicable, on any Business Day Day; provided, that an Advance may be requested the Borrower shall give the Administrative Agent in accordance with and pursuant to the terms of Section 5.2 2.4 of the Participation Disbursement Agreement such Notice of Advance Requests in the form, at the times and as required under the Disbursement Agreement. Notwithstanding any provisions of the Disbursement Agreement to the contrary, provided that such Notice of Advance Requests and the -------- Borrower shall give related Advance Confirmation Notices from the Administrative Disbursement Agent irrevocable notice (which in accordance with the provisions of Section 2.4 of the Disbursement Agreement must be received by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas New York City time, (a) three Business Days prior to the requested Borrowing Date if all or any part Date, in the case of the requested Loans are to be Eurodollar Loans, or (iib) prior to 10:00 a.m. Dallas, Texas time three one Business Days Day prior to the requested Borrowing Date with respect to any Date, in the case of Base Rate Loans that are to be ABR Loans) specifying and must specify (Ai) the amount and Type of Loans to be borrowed (which on any date shall not be in excess of the then Available Commitments)borrowed, (Bii) the requested Borrowing Date, Date and (Ciii) whether in the borrowing is to be case of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination length of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the initial Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required informationtherefor. Upon receipt of any such notice Advance Confirmation Notice from the BorrowerDisbursement Agent, the Administrative Agent shall promptly notify each Term Loan Lender and/or Revolving Credit Lender, as appropriate, thereof. Each such Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 12:00 Noon10:00 A.M., Dallas, Texas New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then then, upon satisfaction or waiver of the conditions precedent specified in Section 5.2, be made available to the Borrower by the Administrative Agent crediting an account designatedAgent, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount Agent from the Lenders, to the Disbursement Agent in the Collection Account no later than 12:00 Noon, New York City time, on the applicable Borrowing Date who shall then make the proceeds of any Loan which is repaid or prepaid by such Loans available to the Borrower may be reborrowed hereunderin accordance with and upon fulfillment of conditions set forth in the Disbursement Agreement.

Appears in 1 contract

Samples: Credit Agreement (Wynn Las Vegas LLC)

Procedure for Borrowing. (ai) The Borrower Each of the applicable Borrowers may borrow under the applicable Commitments during the Commitment Period on any Business Day that an Advance may be requested pursuant to during the terms of Section 5.2 of period from the Participation Agreement, Closing Date until the Termination Date; provided that the -------- Borrower Borrowers’ Agent shall give the Administrative Agent irrevocable (in the case of any notice except notice with respect to the initial extension of Revolving Loans hereunder) notice in substantially the form of Exhibit B or in such other form as may be agreed between the Borrowers’ Agent and the Agent (each, a “Notice of Borrowing”) (which request must be received by the Administrative Agent (i) prior to (x) 12:00 Noonnoon, Dallas, Texas New York City time, three at least two Business Days prior to the requested Borrowing Date Funding Date, if all or any part of the requested Revolving Loans are to be Eurodollar Loansinitially LIBOR Loans denominated in Dollars made to a U.S. Borrower, or (iiy) prior to 10:00 a.m. Dallas12:00 noon, Texas time New York City time, at least three Business Days prior to the requested Borrowing Date with respect to Funding Date, if all or any part of the requested Revolving Loans that are to be ABR Loansinitially LIBOR Loans denominated in Dollars made to any Borrower other than a U.S. Borrower, LIBOR Loans denominated in any Alternative Currency or BA Equivalent Loans or (z) 12:00 noon, New York City time, on the requested Funding Date, for Base Rate Loans or Canadian Prime Rate Loans (or in the case of the initial Borrowing hereunder, in each case, 10:00 a.m., New York City time, one Business Day prior to the date of the initial borrowing hereunder)) specifying (A) the amount to be borrowed (which on any date shall not be in excess identity of the then Available Commitments)Borrower, (B) the currency of the requested Borrowing Dateand the amount to be borrowed, (C) the requested Funding Date, (D) whether the borrowing Borrowing is to be of Eurodollar LIBOR Loans, ABR BA Equivalent Loans, Base Rate Loans or Canadian Prime Rate Loans (as applicable) or a combination thereofthereof (and if not so specified, it shall be deemed a request for Base Rate Loans (Din the case of U.S. Revolving Loans, ROW Revolving Loans denominated in Dollars or Canadian Revolving Loans denominated in Dollars), LIBOR Loans with an Interest Period of one month (in the case of ROW Revolving Loans denominated in an Alternative Currency) or Canadian Prime Rate Loans (in the case of Canadian Revolving Loans denominated in Canadian Dollars)), and (E) if the borrowing Borrowing is to be a combination entirely or partly of Eurodollar LIBOR Loans and ABR or BA Equivalent Loans, the respective amounts of each such Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day respective lengths of the initial Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation AgreementPeriods or BA Equivalent Interest Periods therefor (and if not so specified, the Borrower it shall be deemed a request for a period of one month). Each Borrowing, except any Base Rate Loan or Canadian Prime Rate Loan to have delivered such notice upon be used solely to pay a like amount of outstanding reimbursement obligations in respect of Letters of Credit or Swingline Loans, shall be in an amount equal to an integral multiple of the delivery of a notice by applicable Borrowing Multiple and not less than the Construction Agent or the Lessee containing such required informationapplicable Borrowing Minimum. Upon receipt of any such notice from the BorrowerBorrowers’ Agent, the Administrative Agent shall promptly notify each Revolving Credit Lender thereof. Each Subject to the satisfaction of the conditions precedent specified in Section 9.2 and except as otherwise set forth in Section 2.10, each Revolving Credit Lender will make the amount of its pro rata share Pro Rata Share (or, in the case of Bank of America (for so long as it shall be a Revolving Credit Lender), in the case of any Borrowing of Canadian Revolving Loans or ROW Revolving Loans, as applicable, its Pro Rata Share plus an amount equal to the sum of the Pro Rata Share of each borrowing Participating Canadian Lender or Participating ROW Lender, as applicable, provided that, so long as any Participating Canadian Lender or Participating ROW Lender is a Defaulting Lender, Bank of America shall not be required to fund or otherwise make available the Pro Rata Share of such Participating Canadian Lender or Participating ROW Lender) of each Borrowing of Revolving Loans available to the Administrative Agent for the account of the Borrower at Borrower(s) identified in such notice to the office account or accounts from time to time designated by the Agent prior to 3:00 p.m., New York City time (or 10:00 a.m., New York City time, in the case of the Administrative initial borrowing hereunder), or at such other time as to which the Agent specified shall notify the Borrowers’ Agent reasonably in Section 9.2 prior to 12:00 Noon, Dallas, Texas timeadvance of the Funding Date with respect thereto, on the Borrowing Funding Date requested by the Borrower such Borrower(s) in Dollars, Euros, Sterling, Canadian Dollars or any other Alternative Currency, as applicable, and in funds immediately available to the Administrative Agent. Such borrowing Borrowing will then be made available to the relevant Borrower by the Administrative Agent Agent, crediting an the account designated, subject to Section 11.1 of the Participation Agreement, such Borrower designated by the Borrower on the books of such office Borrowers’ Agent in writing, with the aggregate of the amounts made available to the Administrative Agent by the Revolving Credit Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder.

Appears in 1 contract

Samples: Lease Agreement (United Rentals North America Inc)

Procedure for Borrowing. (a) The Borrower Borrowers may borrow under the Commitments during the Commitment Period request a borrowing hereunder, on any Business Day that an Advance may be requested pursuant during the period from and including the Effective Date to and including the termination of this Loan Agreement, by delivering to the terms Lender, with a copy to the Custodian, a written request for borrowing, substantially in the form of Section 5.2 of the Participation AgreementExhibit D attached hereto, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which request must be received by the Administrative Agent (i) Lender prior to 12:00 Noon--------- 2:00 p.m., Dallas, Texas New York City time, three two (2) Business Days prior to the requested Borrowing Funding Date if all or for any part of the requested Mortgage Loans which are to be Eurodollar not Wet-Ink Mortgage Loans, or (ii) 6:00 p.m., New York City time, one (1) Business Day prior to the Funding Date for any Eligible Mortgage Loans which are Wet-Ink Mortgage Loans and (iii) 10:00 a.m. DallasNew York City time, Texas time three (3) Business Days prior to the Funding Date for any Eligible Security. Such request for borrowing shall (i) attach a schedule identifying the Eligible Mortgage Loans which are not Wet-Ink Mortgage Loans or Eligible Securities that the Borrowers propose to pledge to the Lender and to be included in the Borrowing Base in connection with such borrowing, (ii) specify the requested Borrowing Date Funding Date, (iii) include a Mortgage Loan Tape containing information with respect to any the Eligible Mortgage Loans and Eligible Securities that are the Borrowers propose to pledge to the Lender and to be ABR Loansincluded in the Borrowing Base in connection with such borrowing, and (iv) specifying (Acertify as to the truth and accuracy of the representations and warranties made hereunder as required by Section 5.02(b) hereof . Upon the Borrowers' request for a borrowing pursuant to Section 2.03(a), the Lender may at its sole option, assuming all conditions precedent set forth in Section 5.01 and 5.02 have been met and provided no Default shall have occurred and be continuing, make a Loan to the Borrowers on the requested Funding Date in the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderso requested.

Appears in 1 contract

Samples: Master Loan and Security Agreement (New Century Financial Corp)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments Commitment during the Commitment Period on any Business Day that an Advance may be requested pursuant by delivering to the terms Lender a notice of Section 5.2 of the Participation Agreementborrowing, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which must be received reasonably believed by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are Xxxxxx to be Eurodollar Loansexecuted by an Authorized Person, or substantially in the form of Exhibit A (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loansa “Notice of Borrowing”) specifying (Ai) the amount to be borrowed (borrowed, which on any date shall not be $25,000 or more and in excess minimum increments of the then Available Commitments)$5,000, unless Lender consents otherwise, (Bii) the requested Borrowing Date, and (Ciii) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing requested Loan is to be a combination of Eurodollar Loans and ABR LoansSOFR Loan or a Base Rate Loan. To be effective, the respective amounts Notice of each Type of Loan and Borrowing must be received thirty-five (E35) calendar days before the Interest Period applicable to any Eurodollar Loan; providedrequested Borrowing Date, however, provided that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery request of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent Lender shall promptly notify each use its commercially reasonable efforts to provide the requested Loan earlier than such date (a) if the Notice of Borrowing is received prior to 11:00 a.m. three Business Days before the requested Borrowing Date, in the case of a requested Loan that is initially to be a SOFR Loan, or (b) if the Notice of Borrowing is received prior to 12:00 p .m. on the requested Borrowing Date, in the case of a requested Loan that is initially to be a Base Rate Loan. Lender thereof. Each Lender will shall, unless it determines that any applicable condition specified in Article IV has not been satisfied, make the amount of its pro rata share of each borrowing the requested Loan available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, immediately available funds before 3:00 p.m. on the requested Borrowing Date requested by crediting the Borrower Cash Account. Lender shall be fully protected in funds immediately available acting in accordance with all Notices of Borrowing executed, or reasonably believed by Xxxxxx to have been executed, by an Authorized Person or in failing to act in the Administrative Agentabsence thereof, and shall be fully protected and absolved from any liability arising therefrom. Such borrowing will then be made available For the avoidance of doubt, each Base Rate Loan shall remain outstanding until the earlier to the Borrower by the Administrative Agent crediting an account designated, subject occur of (x) repayment pursuant to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available 2.05(b) or (y) conversion pursuant to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderSection 2.03.

Appears in 1 contract

Samples: Credit Agreement (Predex)

Procedure for Borrowing. Each Borrowing of a Revolving Loan shall be made upon Borrower Representative’s irrevocable (asubject to Section 10.5) The Borrower may borrow under written notice delivered to Agent substantially in the Commitments during the Commitment Period on form of a Notice of Borrowing or in a writing in any Business Day that an Advance may be requested pursuant other form acceptable to the terms of Section 5.2 of the Participation AgreementAgent, provided that the -------- Borrower shall give the Administrative Agent irrevocable which notice (which must be received by the Administrative Agent (i) prior to 10:00 a.m. (New York time) on the day of the requested Borrowing of each Base Rate Loan, and (ii) prior to 12:00 Noon, Dallas, Texas noon (New York time, ) on the day which is three (3) Business Days prior to the requested Borrowing Date if all or any part date in the case of each LIBOR Rate Loan. Such Notice of Borrowing shall specify and certify: the amount of the requested Loans are Borrowing (which shall be with respect to be Eurodollar Loansa Revolving Loan, or (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to an aggregate minimum principal amount of $1,000,000); the requested Borrowing Date with respect to any Loans that are to date, which shall be ABR Loans) specifying (A) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments), (B) the requested Borrowing Date, (C) a Business Day; whether the borrowing Borrowing is to be comprised of Eurodollar Loans, ABR LIBOR Rate Loans or a combination thereof, (D) Base Rate Loans; and if the borrowing Borrowing is to be a combination of Eurodollar Loans and ABR LIBOR Rate Loans, the respective amounts of each Type of Loan and (E) the Interest Period applicable to such Loans; If no election as to the Type of Borrowing is specified in any Eurodollar Loan; providedsuch notice, however, that during then the Commitment Period (1) there requested Borrowing shall be only one a Base Rate Borrowing. If no Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Ratewith respect to any LIBOR Borrowing is specified in any such notice, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, then the Borrower shall be deemed to have delivered such notice upon the delivery selected an Interest Period of a notice by the Construction Agent or the Lessee containing such required informationone month’s duration. Upon receipt of any such notice from the Borrowera Notice of Borrowing, the Administrative Agent shall will promptly notify each Lender thereof. Each Lender will make of such Notice of Borrowing and of the amount of its pro rata share such Lender’s Revolving Commitment Percentage of the Borrowing of a Revolving Loan. Unless Agent is otherwise directed in writing by Borrower Representative, the proceeds of each borrowing available to requested Borrowing after the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Closing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to Borrowers by Agent by wire transfer of such amount to Borrowers pursuant to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower wire transfer instructions specified on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereundersignature page hereto.

Appears in 1 contract

Samples: Credit Agreement (Rentech Nitrogen Partners, L.P.)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments Commitment during the Commitment Period on any Business Day that an Advance may be requested pursuant by delivering to the terms Lender a notice of Section 5.2 of the Participation Agreementborrowing, provided that the -------- Borrower shall give the Administrative Agent irrevocable notice (which must be received reasonably believed by the Administrative Agent (i) prior to 12:00 Noon, Dallas, Texas time, three Business Days prior to the requested Borrowing Date if all or any part of the requested Loans are Xxxxxx to be Eurodollar Loansexecuted by an Authorized Person, or substantially in the form of Exhibit A (ii) prior to 10:00 a.m. Dallas, Texas time three Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loansa “Notice of Borrowing”) specifying (Ai) the amount to be borrowed (borrowed, which on any date shall not be $25,000 or more and in excess minimum increments of the then Available Commitments)$5,000, unless Lender consents otherwise, (Bii) the requested Borrowing Date, and (Ciii) whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (D) if the borrowing requested Loan is to be a combination of Eurodollar Loans and ABR LoansSOFR Loan or a Base Rate Loan. To be effective, the respective amounts Notice of each Type of Loan and Borrowing must be received thirty-five (E35) calendar days before the Interest Period applicable to any Eurodollar Loan; providedrequested Borrowing Date, however, provided that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day of the Interest Period applicable to Eurodollar Loans. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery request of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent Lender shall promptly notify each use its commercially reasonable efforts to provide the requested Loan earlier than such date (a) if the Notice of Borrowing is received prior to 11:00 a.m. three Business Days before the requested Borrowing Date, in the case of a requested Loan that is initially to be a SOFR Loan, or (b) if the Notice of Borrowing is received prior to 12:00 p.m. on the requested Borrowing Date, in the case of a requested Loan that is initially to be a Base Rate Loan. Lender thereof. Each Lender will shall, unless it determines that any applicable condition specified in Article IV has not been satisfied, make the amount of its pro rata share of each borrowing the requested Loan available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, immediately available funds before 3:00 p.m. on the requested Borrowing Date requested by crediting the Borrower Cash Account. Lender shall be fully protected in funds immediately available acting in accordance with all Notices of Borrowing executed, or reasonably believed by Xxxxxx to have been executed, by an Authorized Person or in failing to act in the Administrative Agentabsence thereof, and shall be fully protected and absolved from any liability arising therefrom. Such borrowing will then be made available For the avoidance of doubt, each Base Rate Loan shall remain outstanding until the earlier to the Borrower by the Administrative Agent crediting an account designated, subject occur of (x) repayment pursuant to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available 2.05(b) or (y) conversion pursuant to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunderSection 2.03.

Appears in 1 contract

Samples: Credit Agreement (USQ Core Real Estate Fund)

Procedure for Borrowing. (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that Each Borrowing shall be made by a written request by an Advance may be requested pursuant to the terms of Section 5.2 Authorized Person of the Participation Agreement, provided that the -------- Borrower shall give the Administrative Agent irrevocable Applicable Borrowers delivered to Agent. Such notice (which must be received by the Administrative Agent (i1) in the case of Borrowings of Base Rate Loans by a US Borrower, no later than 12:00 noon (New York time) on the Business Day that is the requested Funding Date, (2) in the case of Borrowings of Base Rate Loans by the Foreign Borrower, no later than 12:00 noon (New York time) at least 1 Business Day prior to the requested Funding Date, (3) in the case of Borrowings of LIBOR Loans denominated in Dollars, no later than 12:00 Noon, Dallas, Texas noon (New York time, three ) at least 3 Business Days prior to the requested Borrowing Funding Date if all or any part of the requested Loans are to be Eurodollar Loans, or (ii4) prior to 10:00 a.m. Dallasin the case of Borrowings of LIBOR Loans denominated in Euros, Texas time three no later than 12:00 noon (New York time) at least 3 Business Days prior to the requested Borrowing Date with respect to any Loans that are to be ABR Loans) Funding Date, specifying (Ai) the amount to be borrowed (which on any date shall not be in excess of the then Available Commitments)such Borrowing, (Bii) the requested Borrowing Funding Date, which shall be a Business Day, (Ciii) whether the borrowing Applicable Borrowers, (iv) if such Borrowing is to be of Eurodollar Loansdenominated in Dollars, ABR Loans whether such Borrowing shall be a LIBOR Rate Loan or a combination thereofBase Rate Loan, (Dv) if the borrowing such Borrowing is to be a combination of Eurodollar Loans and ABR LoansLIBOR Rate Loan, the respective amounts of each Type of Loan and (E) the Interest Period applicable to any Eurodollar Loan; provided, however, that during the Commitment Period (1) there shall be only one Interest Period applicable for all amounts outstanding hereunder bearing interest based on the Eurodollar Rate, (2) such Interest Period shall commence on the date that the first Eurodollar Loan hereunder is extended and (3) any amounts thereafter borrowed or converted hereunder during the Commitment Period which are to bear interest based on the Eurodollar Rate may only be borrowed or converted on the first day duration of the Interest Period applicable thereto, and (vi) whether such Borrowing is to Eurodollar Loansbe made in Dollars or Euros. Pursuant At Agent’s election, in lieu of delivering the above-described written request, any Authorized Person may give Agent telephonic notice of such request by the required time. In such circumstances, each Borrower agrees that any such telephonic notice will be confirmed in writing within 24 hours of the giving of such telephonic notice, but the failure to provide such written confirmation shall not affect the validity of the request. The Borrowing of any LIBOR Rate Loan shall be subject to the terms provisions of the Participation Agreement, the Borrower shall be deemed to have delivered such notice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 12:00 Noon, Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting an account designated, subject to Section 11.1 of the Participation Agreement, by the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder2.12.

Appears in 1 contract

Samples: Credit Agreement (Exide Technologies)

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