Common use of Requests for Borrowings Clause in Contracts

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Gramercy Property Trust Inc.)

AutoNDA by SimpleDocs

Requests for Borrowings. To request a Revolving Borrowing or a Term Loan Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime (or if the request is delivered in London, 11:00 a.m., London time), three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and (x) signed by an Authorized Officer the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Parent Borrower by prior written notice to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.7; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR BorrowingBorrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. To request a Revolving Borrowing or Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone in writing (a) in the case of a Eurodollar EurodollarSOFR Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or, in the case of any EurodollarSOFR Borrowing to be made on the Closing Date, one (1) Business Day) or (b) in the case of an ABR Borrowing, not later than 11:00 10:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly signed by hand delivery the Borrower substantially in the form of Exhibit S; provided that a Borrowing Request may state that such Borrowing Request is conditioned upon the occurrence of some other identifiable event or telecopy condition, including, but not limited to, the Acquisition, in which case such Borrowing Request may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the date of a written such Borrowing Request and signed by an Authorized Officer of pursuant to the BorrowerBorrowing Request) if such condition is not satisfied. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: the aggregate amount of (i) whether the requested Borrowing is to be a Revolving Borrowing, and whether such Borrowing is a Revolving Term Borrowing or a Term Loan Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate principal amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar EurodollarSOFR Borrowing; (v) in the case of a Eurodollar EurodollarSOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.;

Appears in 1 contract

Samples: Credit Agreement (American Public Education Inc)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone fifteen (a15) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in the form of Exhibit G or any other form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 subject to the proviso to the first sentence of Section 2.02(b), whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and the location and number of the Borrower's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.04. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Revolving Credit Agreement (Memc Electronic Materials Inc)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.3:00 p.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or such later date agreed to by the Administrative Agent in the case of any Eurodollar Borrowing to be made on the Effective Date) or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.3:00 p.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy electronic communication in PDF format to xxxxxxxxxxxxxx.xxxxxxxx@xxxxxxxxxx.xxx or facsimile to the Administrative Agent of a written Borrowing Request in the form attached hereto as Exhibit D or in another form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount and Type of the requested BorrowingLoans to be borrowed, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; , (iii) in the case of a Eurodollar BorrowingLoans, the Agreed Currency respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; therefor and (iv) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Td Ameritrade Holding Corp)

Requests for Borrowings. To request a Revolving Borrowing or Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Class and Type of the requested Borrowing; (ii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.6. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Revolving Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration, in the case of a Eurodollar Borrowing. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Collateral Agreement (SPX Corp)

Requests for Borrowings. To request a Revolving Borrowing or Term Borrowing, the applicable Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing or a CDOR Rate Borrowing, not later than 11:00 a.m., New York City timeLocal Local Time, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City timeLocal Time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing or CDOR Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.05(e) or an ABR Borrowing on the Rothsay Acquisition Closing Date to be used in consummating the Rothsay Acquisition may be given not later than 10:00 a.m., New York City timeLocal Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery telecopy or telecopy email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Darling Ingredients Inc.)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request (as provided in Section 9.01) by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 p.m., New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or Borrowing, (b) in the case of an ABR Term Loan Borrowing, not later than 11:00 a.m.12:00 p.m., New York City timeLocal Time, one Business Day before the date of the proposed Borrowing, and (c) in the case of an ABR Revolving Borrowing, not later than 11:00 a.m., Local Time, on the Business Day of the proposed Borrowing; provided that (i) to request a Eurocurrency Borrowing or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request in writing not later than 12:00 p.m., Local Time, one Business Day prior to the Closing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 11:00 a.m., New York City timeLocal Time, on the date of the proposed Borrowing, Borrowing and (iii) any such notice of a Swingline Loan borrowing under an Incremental Revolving Facility Commitment or an Incremental Term Borrowing shall may be made given at such time as provided in accordance with Section 2.05(b)the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, which may be conditioned upon the consummation of the Business Combination or, in the case of notice given in respect of Incremental Term Loan Commitments or Incremental Revolving Facility Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: First Lien Credit Agreement (Exela Technologies, Inc.)

Requests for Borrowings. To request a Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent of such request Agent, which may be given by (A) telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (bB) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowinga Borrowing Request; provided that any such telephonic notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated must be promptly confirmed in writing by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a Borrowing Request (provided that notices in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the closing of the Acquisition and (y) to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in the form of a Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the Borrower or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic ) and written Borrowing Request shall specify must be received by the following information in compliance with Section 2.02: the aggregate amount of Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested Borrowingday of any Borrowing of, and whether such Borrowing is a Revolving Borrowing conversion to or a Term Loan Borrowing; the date continuation of such Borrowing, which shall be a LIBO Rate Loans (or one Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; Day in the case of a Eurodollar Borrowingany Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Agreed Currency and Administrative Agent); provided, however, that if the initial Borrower wishes to request LIBO Rate Loans having an Interest Period to be applicable theretoof other than one, which shall be a period contemplated by two, three or six months in duration as provided in the definition of the term “Interest Period”; ,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the location requested Interest Period is available to them and account number (B) not later than 12:00 p.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBO Rate Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Assignment and Assumption (Shift4 Payments, Inc.)

Requests for Borrowings. To request a Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO RateTerm SOFR Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent, which may be given by a Borrowing Request or an Interest Election Request, as applicable (provided that any notice in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the occurrence of the Closing Date, (y) to be made in connection with any acquisition, investment or repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted repayment or redemption of Indebtedness or (z) for any other purpose to which the Administrative Agent may consent (such consent not to be unreasonably withheld or delayed), may be conditioned on the occurrence of the relevant event). Each such request notice must be in the form of a Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by telephone a Responsible Officer of the Borrower and must be received by the Administrative Agent (aby hand delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 12:00 p.m. three Business Days prior to the requested day of any Borrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of a Eurodollar Borrowingany Borrowing of LIBO Rate Loans to be made on the Closing Date)Term SOFR Loans and (ii) 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO RateTerm SOFR Loans having an Interest Period other than one, three or six months in duration or such shorter period as provided in the definition of “Interest Period”, (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or 12:00 p.m. four Business Days (in prior to the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the requested date of the proposed Borrowing or (b) in the case of an ABR relevant Borrowing, not conversion or continuation (or such later than 11:00 a.m.time as is reasonably acceptable to the Administrative Agent), New York City timewhereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request, one Business Day before (B) the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing relevant requested Interest Period shall be made in accordance with Section 2.05(b). Each deemed to be available to each appropriate Lender unless such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy Lender has delivered written notice to the Administrative Agent of a written Borrowing Request indicating that such Interest Period is not available to such Lender within one Business Day following the date on which the notice described in clause (A) above is posted by the Administrative Agent and signed by an Authorized Officer (C) not later than 12:00 p.m. three Business Days before the requested date of the Borrower. Each such telephonic and written Borrowing Request relevant Borrowing, conversion or continuation, the Administrative Agent shall specify notify the following information in compliance with Section 2.02: the aggregate amount of Borrower whether or not the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period is available to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBO RateTerm SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any LIBO RateTerm SOFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Definitive Healthcare Corp.)

Requests for Borrowings. To request a Borrowing, the Parent Borrower shall notify the Administrative Agent of such request by prior written or fax notice (or telephone notice promptly confirmed by written or fax notice) (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly in a form approved by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Parent Borrower. Each such telephonic and written Borrowing Request shall specify the following information specify, in compliance with Section 2.02: , (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; (iv) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (v) a description, in reasonable detail, of the Equipment and Machinery to be financed (which description shall include the name of the Eligible Loan Party to own such Equipment and Machinery, the Cost and the Eligible Location where the Equipment and Machinery are to be located); and (vi) the location and number of the account number of the owner of the applicable Equipment and Machinery to which funds are to be disbursed, which shall comply be in compliance with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration2.04. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Metaldyne Corp)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent Lender of such request by telephone telephone, electronic mail or hand delivery of an executed written Borrowing Request (a) in the case of a Eurodollar Term Benchmark Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date day of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Term Benchmark Borrowing; (iv) in the case of a Eurodollar Term Benchmark Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.04. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent Lender shall advise each Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: 96140098v24 Execution Version Credit Agreement (Aspen Technology, Inc.)

Requests for Borrowings. To request a Borrowing, the Applicable Borrower shall notify the Administrative Agent of such request by telephone (a) by telephonic notice in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or, with respect to Borrowings to be made on the Closing Date, such shorter time as the Administrative Agent may agree in its sole discretion) or (b) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the Applicable Borrower; provided that in respect of the Borrower2015 Term Loans to be borrowed on the Closing Date, the Incremental Term B-1 Loans to be borrowed on the Amendment No. 1 Effective Date, and the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, and the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing Request, the Borrower shall be required to compensate the Lenders under Section 2.13 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent), and such Borrowing Request may be provided no later than 2:00 pm, New York City Time, on the Business Day prior to such Borrowing. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. To request a Each Term Loan Borrowing, each conversion of Term Loans from one Type to the other, and each continuation of LIBO RateTerm Benchmark Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent (provided that notices in respect of Term Loan Borrowings to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such request Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in the form of a written Borrowing Request, completed and signed by telephone a Responsible Officer of the Borrower and must be received by the Administrative Agent (aby hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO RateTerm Benchmark Loans or, in the case of a Eurodollar Borrowingthe Borrowing of the Additional Initial Term B-1 Loan on the Amendment No. 13 Effective Date, such later time as the Administrative Agent may agree and (ii) 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO RateTerm Benchmark Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 11:00 a.m.1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), New York City timeLocal Timeconversion 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 available to them and (B) not later than 12:00 noon three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the requested date of the proposed Borrowing or (b) in the case of an ABR relevant Borrowing, not later than 11:00 a.m.conversion or continuation, New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of shall notify the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of Borrower whether or not the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period is available to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBO RateTerm Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any LIBO RateTerm Benchmark Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s . Signature Page to Term Loan to be made as part of the requested Borrowing.Credit Agreement 392

Appears in 1 contract

Samples: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.)

Requests for Borrowings. To request a Revolving Facility Borrowing, the a Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 p.m., New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Time, one Business Day before the date of the proposed Borrowing; provided provided, that any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C – BA Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m., New York City timeLocal Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Revolving Facility Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Revolving Facility Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Revolving Credit Agreement (Berry Plastics Corp)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower, promptly followed by telephonic confirmation of such request) (i) in the case of a Eurodollar Term Benchmark Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing Borrowing, or (b) by telephone in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request pursuant to clause (b) in the preceding sentence shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Term Benchmark Borrowing; (iv) in the case of a Eurodollar Term Benchmark Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.Promptly

Appears in 1 contract

Samples: Credit Agreement (Masco Corp /De/)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower or the applicable Co-Borrower shall notify the Administrative Agent of such request by telephone in writing (a) in the case of a Eurodollar SOFR Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided provided, that (i) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m.12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, (ii) to request a SOFR Borrowing on the Fourteenth Incremental Assumption and any notice Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the Administrative Agent of a Swingline Loan such request in writing no later than 12:00 noon, Local Time, one U.S. Government Securities Business Day prior to the Fourteenth Incremental Assumption and Amendment Agreement Effective Date and (iii) to request an ABR Borrowing on the Fourteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall be made notify the Administrative Agent of such request in accordance with Section 2.05(b)writing no later than 12:00 noon, Local Time, one Business Day prior to the Fourteenth Incremental Assumption and Amendment Agreement Effective Date. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrowerirrevocable. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the applicable Borrower shall notify the Administrative Agent of such request by telephone (ax)(I) in the case of a Eurodollar BorrowingTerm SOFR Borrowing denominated in Dollars, not later than 11:00 a.m., New York City timeLocal Local Time, three two (2) Business Days or (II) in the case of a Eurodollar Eurocurrency Borrowing denominated in dollarsEuros, not later than 11:00 a.m., Local Time, four (4) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing, unless such Borrower wishes to request an Interest Period for such Borrowing other than one, three or six months in duration as provided in the definition of “Interest Period,” in which case (I) if denominated in Dollars, on the fourth Business Day before each such Term SOFR Borrowing or (bII) if denominated in Euros, on the fifth Business Day before each such Eurocurrency Borrowing, or (y) in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request; provided that any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(c) may be given not no later than 10:00 a.m.12:00 p.m., New York City timenoon, Local Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable provided that any Borrowing Request may state that it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions (including, in the case of any Borrowing on the Closing Date, the Acquisition), in which case such notice may be revoked by the applicable Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied and (in the case of telephonic requests) shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Jazz Pharmaceuticals PLC)

Requests for Borrowings. To request a BorrowingEach Borrowing in respect of any Term Facility, each Borrowing in respect of any Additional Revolving Facility, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent (provided that notices in respect of Term Loan Borrowings and/or Additional Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the closing of the Acquisition and (y) to be made in connection with any permitted acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such request acquisition, investment or repayment or redemption of Indebtedness). Each such notice must be in writing or by telephone (aand promptly confirmed in writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tiff”)) not later than (i) 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or two Business Days in the case of a Eurodollar Borrowingany Borrowing of LIBO Rate Loans to be made on the Closing Date) or (ii) by 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 11:00 a.m., New York City timeLocal Time, three 2:00 p.m. four (4) Business Days prior to the requested date of such Borrowing (in or such later time as shall be reasonably acceptable to the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign CurrencyAdministrative Agent), before conversion or continuation, whereupon the date Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the proposed Borrowing or requested Interest Period is acceptable to them and (bB) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one 12:00 p.m. (Noon) three (3) Business Day Days before the requested date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Swingline Loan Borrowing by the Borrower pursuant to this Section 2.03 shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy delivered to the Administrative Agent in the form of a written Borrowing Request or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Hillman Companies Inc)

Requests for Borrowings. To Each Borrowing shall occur on written or telephonic request (confirmed immediately in writing) to the Agent from a Borrowing, Person believed by the Borrower shall notify Agent to be an officer of or other authorized representative for the Administrative Borrower. A request for a Borrowing must be received by the Agent of not later than (i) 1:00 P.M. on the day that such request by telephone (a) Borrowing is to be made in the case of a Eurodollar BorrowingBorrowing that is to bear interest initially at the Floating Rate, not later than (ii) 11:00 a.m., New York City timeLocal Time, A.M. on the day three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date Business Day which is the first day of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether applicable Interest Period for such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollarsDollars that is to bear interest initially at the Adjusted Term SOFR Rate, or (iii) 2:00 P.M. on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in the Committed Currency. Each Borrowing denominated in the Committed Currency shall bear interest at the EURIBO Rate. Each Borrowing must be in an amount not less than the Borrowing Minimum or a multiple thereof and shall consist of Advances in the same currency made on the same day by the Banks ratably according to their respective Commitments. Each such notice of a Borrowing shall specify (i) the requested date of such Borrowing, (ii) whether the Advances comprising such Borrowing are to be Term Benchmark Advances, (iii) the aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of Term Benchmark Advances, the initial Interest Period and currency for each such Advance. Upon receipt of any such request, the Agent shall notify the Banks of the intended Borrowing on the date such request for such Borrowing is received by the Agent. At or before 3:00 P.M. on the date the requested Borrowing shall is to be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowingmade, then in the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt case of a Borrowing Request consisting of Advances denominated in Dollars, and before 11:00 A.M. on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in the Committed Currency, each Bank shall remit its Percentage of the requested Borrowing to the Agent at the applicable Agent’s Account in immediately available funds. Prior to the close of business on the day the requested Borrowing is to be made, the Agent shall disburse such funds by crediting the same to the Borrower’s demand deposit account maintained with the Agent or in such other manner as the Agent and any officer of the Borrower may agree in writing. Any Borrowing that is to initially bear interest at Term Benchmark shall also be subject to all conditions set forth in Section 4.2 hereof. Unless the Agent shall have received notice from a Bank prior to the time of any Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with this SectionSection 5.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Agent, at (i) in the case of the Borrower, the Administrative Agent shall advise each Lender of interest rate applicable at the details thereof time to such Advances comprising such Borrowing and of (ii) in the amount case of such LenderBank, (A) the NYFRB Rate, in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in the Committed Currency. If such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Loan to be made Advance as part of the requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Solventum Corp)

Requests for Borrowings. (a) To request a BorrowingRevolving Credit Borrowing (except requests for Swing Loan Borrowings which are subject to Section 2.8(b)), the Borrower shall notify the Agency Services Department of the Administrative Agent located in Boston, Massachusetts of such request by telephone (ai) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal TimeBoston, Massachusetts time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing Borrowing; PROVIDED, that Eurodollar Borrowings shall not be available on the Effective Date unless otherwise consented to by the Administrative Agent in writing or (bii) in the case of an ABR Borrowing, a Base Rate Borrowing not later than 11:00 a.m., New York City Boston, Massachusetts time, one Business Day before the date of the proposed Borrowing; provided PROVIDED that any such notice of an ABR Revolving a Base Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.4(e) may be given not later than 10:00 a.m., New York City Boston, Massachusetts time, on the date of the proposed Borrowing; PROVIDED FURTHER that the Borrower shall use Swing Loan Borrowings to finance the reimbursement of an LC Disbursement except to the extent that such Borrowings would cause the aggregate principal balance of all Swing Loans outstanding to exceed the Swing Loan Sublimit, and any notice in which case the Borrower may use Base Rate Revolving Credit Borrowings to finance such reimbursement, but only to the extent of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b)such excess. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and To request the Term Loan Borrowings in respect of the Redemption, the Borrower shall deliver a written Borrowing Request shall specify to the following information in compliance with Section 2.02: the aggregate amount Agency Services Department of the requested BorrowingAdministrative Agent not later than 11:00 a.m., and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; Boston, Massachusetts time, three Business Days before the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowingproposed Borrowings.

Appears in 1 contract

Samples: Credit Agreement (Affinity Group Holding Inc)

Requests for Borrowings. To request Each Borrowing shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by “pdf” or similar electronic format, in the form of a Borrowing, written Borrowing Request signed by the Borrower shall notify Borrower. Each such Borrowing Request must be received by the Administrative Agent (i) in the case of such request by telephone the Borrowing on the Closing Date, not later than 2:00 p.m. (aNew York City time), at least two (2) Business Days before the proposed Borrowing or (ii) otherwise, (A) in the case of a Eurodollar BorrowingBorrowing consisting of LIBOR Loans, not later than 11:00 a.m., a.m. (New York City timeLocal Timetime), three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (bB) in the case of an ABR Borrowinga Borrowing consisting of Base Rate Loans, not later than 11:00 a.m., 12:00 noon (New York City time), one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (a) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (b) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (c) whether such Borrowing is to be an ABR Base Rate Borrowing or a Eurodollar LIBOR Borrowing; (d) in the case of a Eurodollar BorrowingBorrowing consisting of a LIBOR Loan, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (e) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBOR Borrowing, then the such Borrower shall be deemed to have selected an Interest Period of one month’s three (3) months’ duration. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.. Section 2.04

Appears in 1 contract

Samples: Credit Agreement (Exelon Generation Co LLC)

Requests for Borrowings. To request a Revolving Borrowing, the Borrower Representative shall notify the Administrative Agent of such request either in writing (delivered by hand or facsimile) in the form attached hereto as Exhibit G-1 or such other form approved by the Administrative Agent and signed by a Responsible Officer of the Borrower Representative or by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent (or if an Extenuating Circumstance shall exist, by telephone), not later than (a) in the case of a Eurodollar Term Benchmark Borrowing, not later than 11:00 10:00 a.m., New York City timeLocal TimeChicago time, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 10:00 a.m., New York City Chicago time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 9:00 a.m., New York City Chicago time, on the date of the such proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and each such telephonic Borrowing Request, if permitted, shall be confirmed promptly immediately upon the cessation of the Extenuating Circumstance by hand delivery delivery, facsimile or telecopy a communication through Electronic System to the Administrative Agent of a written Borrowing Request in the form attached hereto as Exhibit G-1 or such other form approved by the Administrative Agent and signed by an Authorized a Responsible Officer of the BorrowerBorrower Representative. Each such telephonic and written (or if permitted, telephonic) Borrowing Request shall specify the following information in compliance with Section 2.02: (a) the name of the applicable Borrower; (b) the aggregate amount of the requested Borrowing, Borrowing and whether a breakdown of the separate wires comprising such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (c) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (d) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Term Benchmark Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.58

Appears in 1 contract

Samples: Credit Agreement (Winnebago Industries Inc)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) (i) in the case of a Eurodollar Term Benchmark Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal TimeDallas, Texas time, three Business Days before the date of the proposed Borrowing or (ii) in the case of a Eurodollar Borrowing denominated in dollars) or four an RFR Borrowing, not later than 12:00 noon, Dallas, Texas time, five Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City Dallas, Texas time, one Business Day before the date of the proposed Borrowing; provided that any no such notice shall be required for any deemed request of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by provided in Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b2.08(e). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile or telecopy electronic communication to the Administrative Agent of a written Borrowing Request and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar , a Term Benchmark Borrowing or an RFR Borrowing; (iv) in the case of a Eurodollar Term Benchmark Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of (v) the amount of such Lender’s Loan the then effective Borrowing Base, the amount of the then effective Aggregate Elected Commitment Amounts, the current total Revolving Credit Exposures (without regard to be made as part of the requested Borrowing.) and the pro forma total Revolving Credit Exposures (giving effect to the requested Borrowing); (vi) the Consolidated Cash Balance (without regard to the requested Borrowing) and the pro forma Consolidated Cash Balance (giving effect to the requested Borrowing); and

Appears in 1 contract

Samples: Credit Agreement (Berry Corp (Bry))

Requests for Borrowings. To request a Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request by telephone (a) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Local Time, three (3) Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in dollarsDollars) or by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by such Borrower, or the Company on its behalf) not later than four (4) Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in a Foreign Currency), in each case before the date of the proposed Borrowing or (b) by telephone in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing; provided, further, that in the case of any request for a Revolving Borrowing under the Global Revolving Facility, the applicable Borrower (or the Company on its behalf) shall make a separate Borrowing Request in the manner provided for above with respect to that portion of such Revolving Borrowing which will be comprised of 2016 Revolving Global Loans and any notice that portion of a Swingline Loan such Revolving Borrowing shall which will be made in accordance with Section 2.05(b)comprised of 2018 Revolving Global Loans. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the applicable Borrower, or the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Vistaprint N.V.)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronically (a) in the case of a Eurodollar EurocurrencyTerm Benchmark Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that provided, that, (i) to request a Eurocurrency Borrowing (as defined in this Agreement immediately prior to the Second Amendment) or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 noon, New York City time, one Business Day prior to the Closing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, Borrowing and (iii) any such notice of a Swingline Loan an Incremental Revolving Borrowing shall or Incremental Term Borrowing may be made given at such time as provided in accordance with Section 2.05(b)the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, or, in the case of notice given in respect of Incremental Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) whether such Borrowing is to be a Borrowing of Term Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans as applicable; (ii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar EurocurrencyTerm Benchmark Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.85 Doc#: US1:15347125v11

Appears in 1 contract

Samples: Credit Agreement (Driven Brands Holdings Inc.)

Requests for Borrowings. To request a Borrowing, the Applicable Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar BorrowingEurocurrencyUSD Term SOFR Borrowing denominated in Dollars, by telephonic notice not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days before the date of the proposed Borrowing, (b) in the case of a Eurodollar Eurocurrency Borrowing denominated in dollarsan Agreed Currency other than Dollars or an RFR Borrowing, by telephonic notice not later than 11:00 a.m., New York City time, four (4) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (bc) in the case of an ABR Borrowing, by telephonic notice not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that (x) any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, Borrowing and (y) any notice of a Swingline Loan Borrowing shall with respect to Borrowings to be made on the Closing Date may be given with such shorter time than the deadline described in accordance with Section 2.05(bclause (a), (b) or (c), as applicable, as the Administrative Agent may agree in its sole discretion. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the Applicable Borrower; provided that in respect of the BorrowerLoans to be borrowed on the Closing Date, any written Borrowing Request may be provided by the Applicable Borrower on a conditional basis (provided that (1) to the extent the Applicable Borrower does not borrow any Eurocurrency Loans, USD Term SOFR Loans or RFR Loans set forth in such conditional Borrowing Request, the Applicable Borrower shall be required to compensate the Lenders under Section 2.16 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent), and such Borrowing Request may be provided no later than 2:00 pm, New York City Time, on the Business Day prior to such Borrowing. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Icon PLC)

Requests for Borrowings. To request a Borrowing, the Designated Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar LIBOR Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that (i) only one request for a Borrowing may be made in any single calendar month (it being understood that all Borrowings made by the Designated Borrower on the same date shall be treated as a single request for a Borrowing for purposes of this limitation) and (ii) if any Lucent Lender has an Available Commitment at the time of such notice Borrowing and any portion of an ABR Revolving the proceeds of such Borrowing to finance be funded by such Lucent Lender would be required to be funded by such Lucent Lender other than as a credit against amounts owing to Lucent or an Affiliate of Lucent as provided in Section 2.04, then the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may applicable Borrowing Request shall be given made not later than 10:00 a.m., New York City time, on five Business Days before the date of the proposed Borrowing, and any notice Borrowing (in the case of a Swingline Loan LIBOR Borrowing) or three Business Days before the date of the proposed Borrowing shall be made (in accordance with Section 2.05(bthe case of an ABR Borrowing). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Designated Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Winstar Communications Inc)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower or the applicable Co-Borrower shall notify the Administrative Agent of such request by telephone in writing (a) in the case of a Eurodollar SOFR Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided provided, that any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m.12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrowerirrevocable. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) whether such Borrowing is to be a Borrowing of Term B-1 Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans, as applicable; (ii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar SOFR Borrowing; (v) in the case of a Eurodollar SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) in the case of a Revolving Facility Borrowing, the currency in which such Borrowing is to be denominated (which shall be Dollars or an Alternate Currency); (vii) the location and number of the Borrower’s or the Co-Borrower’s account number to which funds are to be disbursed; and (viii) with respect to Revolving Facility Borrowings, which the identity of the Borrower and/or the applicable Co-Borrower in respect of such Borrowing. If no election as to the currency of any Revolving Facility Borrowing is made, then the requested Borrowing shall comply with the requirements of Section 2.07be made in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar SOFR Borrowing, then the Borrower or the applicable Co-Borrower shall be deemed to have selected an 79 Doc#: US1:18059326v3 Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing.. Section 2.04

Appears in 1 contract

Samples: Credit Agreement (ADT Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower Representative shall notify the Administrative Agent of such request in writing in a form approved by telephone the Administrative Agent and signed by the Borrower Representative not later than (a) in the case of a Eurodollar Term SOFR Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or, in respect of the FILO Loans, such shorter period as the Administrative Agent may agree) or (b) in the case of an ABR Borrowing (other than a Swingline Borrowing), not later than 11:00 a.m.1:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the such proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile, or telecopy emailed pdf to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerBorrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower(s) and whether such Borrowing is a U.S. Borrowing or Canadian Borrowing; (ii) the aggregate amount of the requested Borrowing, Borrowing and whether a breakdown of the separate wires comprising such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether (iv) the Type of such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (v) in the case of a Eurodollar Term SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and .” Any Borrowing Request that shall fail to specify any of the location and account number to which funds are to information required by the preceding provisions of this paragraph may be disbursed, which rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall comply with the requirements of Section 2.07. If no election as give written or telephonic notice thereof to the Type Borrower Representative and, if so rejected, will be of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s durationforce or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing.. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Designer Brands Inc.)

Requests for Borrowings. To request a Borrowing(a) Each Borrowing (other than Borrowings of Swingline Loans with respect to which this Section 2.03 shall not apply), each conversion of Loans from one Type to the Borrower other, and each continuation of Eurocurrency Loans shall notify be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone. Each such notice must be received by the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollarsi) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one three (3) Business Day before Days prior to the requested date of any Borrowing or continuation of Eurocurrency Loans denominated in Dollars or any conversion of ABR Loans to Eurocurrency Loans, (ii) 12:00 noon, New York City time, four (4) Business Days prior to the proposed Borrowing; provided that requested date of any such notice Borrowing or continuation of Eurocurrency Loans denominated in an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(eAlternative Currency, and (iii) may be given not later than 10:00 11:00 a.m., New York City time, on the requested date of any Borrowing of ABR Loans; provided, however, that if the proposed Borrower wishes to request Eurocurrency Loans (other than Eurocurrency Loans, if any, made on the Closing Date) 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 the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and any 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 (which notice of a Swingline Loan Borrowing shall may be made in accordance with Section 2.05(b)by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each such telephonic Borrowing Request shall be irrevocable and shall notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic Borrowing of, conversion to or continuation of Eurocurrency Loans shall be in an amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Except as provided in Sections 2.04 and written 2.05, each Borrowing of or conversion to ABR Loans shall be in a principal amount of $2,500,000 or a whole multiple of $500,000 in excess thereof. Each Borrowing Request (whether telephonic or written) shall specify (i) whether the following information in compliance with Section 2.02: Borrower is requesting a Borrowing of Revolving Loans, a conversion of Revolving Loans from one Type to the aggregate amount other, or a continuation of Eurocurrency Loans, (ii) the requested date of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing conversion or a Term Loan Borrowing; continuation, as the date of such Borrowing, case may be (which shall be a Business Day; ny-11773361177179 whether such Borrowing is ), (iii) the principal amount of Loans to be an ABR Borrowing borrowed, converted or a Eurodollar Borrowing; continued, (iv) the currency in which the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period Loans to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds borrowed are to be disburseddenominated, (v) the Type of Loans to be borrowed or to which existing Revolving Loans are to be converted, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a Type of Loan in a Borrowing Request or fails to give a timely notice requesting a conversion or continuation, then the applicable Revolving Loans shall comply be made as, or converted to, ABR Loans (unless the Loan being made or continued is denominated in an Alternative Currency, in which case it shall be made or continued as a Eurocurrency Loan with an Interest Period of one month). Any such automatic conversion to ABR Loans shall be effective as of the requirements last day of Section 2.07the Interest Period then in effect with respect to the applicable Eurocurrency Loans. If the Borrower requests a Borrowing of, conversion to, or continuation of Eurocurrency Loans in any such Borrowing Request, but fails to specify an Interest Period (or fails to give a timely notice requesting a continuation of Eurocurrency Loans denominated in an Alternative Currency), it will be deemed to have specified an Interest Period of one (1) month. If no election as to the Type of Borrowing currency is specified, then, specified in the case of a Borrowing denominated in dollarsRequest, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested BorrowingDollars.

Appears in 1 contract

Samples: Credit Agreement (Nasdaq Omx Group, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.3:00 p.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a Federal Funds Rate Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.4:00 p.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy electronic communication in PDF format to xxxxxxxxxxxxxx.xxxxxxxx@xxxxxxxxxx.xxx or facsimile to the Administrative Agent of a written Borrowing Request in the form attached hereto as Exhibit D or in another form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount and Type of the requested BorrowingLoans to be borrowed, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; , (iii) in the case of a Eurodollar BorrowingLoans, the Agreed Currency respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; therefor and (iv) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. Any Loans made on the Effective Date shall initially be Federal Funds Rate Loans. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR a Federal Funds Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Td Ameritrade Holding Corp)

Requests for Borrowings. To request a Revolving Borrowing or Term Borrowing, the applicable Borrower (or the Company on its behalf) shall notify submit a Borrowing Request, signed by its Senior Officer, to the Administrative Agent of such request by telephone (a) in the case of a Eurodollar LIBOR Borrowing denominated in US Dollars, not later than 11:00 a.m., Local Time, three Business Days before the date of the proposed Borrowing (or, in the case of any such LIBOR Borrowing to occur on the Effective Date or any [[3851767]] 50 LIBOR Term Borrowing, such shorter period of time as may be agreed to in writing by the Administrative Agent), (b) in the case of LIBOR Borrowing denominated in an Alternative Currency or a CDOR Borrowing, not later than 11:00 a.m., New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or, in the case of any such Borrowing to occur on the Effective Date, such shorter period of time as may be agreed to in writing by the Administrative Agent) or (bc) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City timeLocal Time, one Business Day before on the date day of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to (except that the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer for (x) Loans to be borrowed on the Effective Date may be conditioned on the occurrence of the Borrower. Each such telephonic Effective Date and written Borrowing Request (y) the Delayed Draw Term Loans may be conditioned on the consummation of the GET Acquisition) and shall specify the following information in compliance with Section 2.02: (i) the aggregate name of the applicable Borrower; (ii) whether the requested Borrowing is to be a Term Borrowing (specifying the Class thereof) or a Revolving Borrowing; (iii) the currency and principal amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether (v) the Type of such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (vi) in the case of a Eurodollar LIBOR Borrowing or a CDOR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vii) the location and number of the account number of the applicable Borrower to which funds are to be disburseddisbursed (or such other account as may be designated by (or by the Company on behalf of) the applicable Borrower) or, which in the case of any ABR Revolving Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.20(f), the identity of the Issuing Bank that made such LC Disbursement. If no currency is specified with respect to any requested LIBOR Borrowing, then the applicable Borrower shall comply with the requirements of Section 2.07be deemed to have selected US Dollars. If no election as to the Type of Borrowing is specified, then, then the requested Borrowing shall be (A) in the case of a Borrowing denominated in dollarsUS Dollars, the requested Borrowing shall be an ABR Borrowing, (B) in the case of Borrowing denominated in an Alternative Currency (other than Canadian Dollars), a LIBOR Borrowing and (C) in the case of a Borrowing denominated in Canadian Dollars, a CDOR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBOR Borrowing or CDOR Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing.. [[3851767]]

Appears in 1 contract

Samples: Credit Agreement (Westinghouse Air Brake Technologies Corp)

Requests for Borrowings. To request a Each Term Loan Borrowing, each conversion of Term Loans from one Type to the otheranother, and each continuation of LIBO Rate Loans or Term Benchmark Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent (provided that notices in respect of Term Loan Borrowings to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such request Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in the form of a written Borrowing Request, appropriately completed and signed by telephone a Responsible Officer of the Borrower and must be received by the Administrative Agent (aby hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of a Eurodollar Borrowingany Borrowing of LIBO Rate Loans to be made on the Closing Date) andor Term Benchmark Loans, (ii) 1:00 p.m. on the requested date of any Borrowing of ABR Loans and (iii) 11:00 a.m. five Business Days prior to the requested day of any Borrowing of RFR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 11:00 a.m.1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), New York City timeLocal Timeconversion 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 available to them and (B) not later than 12:00 noon three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the requested date of the proposed Borrowing or (b) in the case of an ABR relevant Borrowing, not later than 11:00 a.m.conversion or continuation, New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of shall notify the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of Borrower whether or not the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period is available to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBO Rate Borrowing or Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar EurodollarTerm SOFR Borrowing, not later than 11:00 a.m., New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, by telephone, not later than 11:00 a.m.12:00 p.m., New York City timenoon, one Local Time, on the Business Day before the date of the proposed Borrowing; provided, that (i) if the Borrower wishes to request EurodollarTerm SOFR Loans having an Interest Period other than one, two, three or six months in duration as provided that in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 12:00, noon, Local Time four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them and not later than 12:00, noon, Local Time, three Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders and (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.04(c) or Section 2.05(c) may be given not no later than 10:00 a.m.12:00 p.m., New York City timenoon, Local Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and (in the case of telephonic requests) shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Amendment Agreement (Qwest Corp)

Requests for Borrowings. To Each Borrowing shall occur on written or telephonic request (confirmed immediately in writing) to the Agent from a Borrowing, Person believed by the Borrower shall notify Agent to be an officer of or other authorized representative for the Administrative Borrower. A request for a Borrowing must be received by the Agent of not later than (i) 1:00 P.M. on the day that such request by telephone (a) Borrowing is to be made in the case of a Eurodollar BorrowingBorrowing that is to bear interest initially at the Floating Rate, not later than (ii) 11:00 a.m., New York City timeLocal Time, A.M. on the day three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date Business Day which is the first day of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether applicable Interest Period for such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollarsDollars that is to bear interest initially at the Adjusted Term SOFR Rate, or (iii) 2:00 P.M. on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in the Committed Currency. Each Borrowing denominated in the Committed Currency shall bear interest at the EURIBO Rate. Each Borrowing must be in an amount not less than the Borrowing Minimum or a multiple thereof and shall consist of Advances in the same currency made on the same day by the Banks ratably according to their respective Commitments. Each such notice of a Borrowing shall specify (i) the requested date of such Borrowing, (ii) whether the Advances comprising such Borrowing are to be Term Benchmark Advances, (iii) the aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of Term Benchmark Advances, the initial Interest Period and currency for each such Advance. Upon receipt of any such request, the Agent shall notify the Banks of the intended Borrowing no later than 2:00 P.M. on the date such request for such Borrowing is received by the Agent. At or before 3:00 P.M. on the date the requested Borrowing shall is to be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowingmade, then in the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt case of a Borrowing Request consisting of Advances denominated in Dollars, and before 11:00 A.M. on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in the Committed Currency, each Bank shall remit its Percentage of the requested Borrowing to the Agent at the applicable Agent's Account in immediately available funds. Prior to the close of business on the day the requested Borrowing is to be made, the Agent shall disburse such funds by crediting the same to the Borrower’s demand deposit account maintained with the Agent or in such other manner as the Agent and any officer of the Borrower may agree in writing. Any Borrowing that is to initially bear interest at Term Benchmark shall also be subject to all conditions set forth in Section 4.2 hereof. Unless the Agent shall have received notice from a Bank prior to the time of any Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with this SectionSection 5.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Agent, at (i) in the case of the Borrower, the Administrative Agent shall advise each Lender of interest rate applicable at the details thereof time to such Advances comprising such Borrowing and of (ii) in the amount case of such LenderBank, (A) the NYFRB Rate, in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in the Committed Currency. If such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Loan to be made Advance as part of the requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (3m Co)

Requests for Borrowings. (a) To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone in writing (a1) (i) in the case of a Eurodollar BorrowingEurocurrency Borrowing denominated in Dollars, not later than 11:00 a.m.3:00 p.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing and (ii) in the case of a Term SOFR Borrowing denominated in Dollars, not later than 3:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, (iii) in the case of a Alternative Currency Term Benchmark Borrowing denominated in any Alternative Currency or a XXXXX Loan, not later than 12:00 p.m., New York City time (or 3:00 p.m., New York City time, in the case of Borrowings denominated in Canadian Dollars) four Business Days before the date of the proposed Borrowing and (z) in the case of any Eurocurrency Borrowing to be made on the Effective Date, such shorter period of time as may be agreed to by the Administrative Agent or (b2) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.12:00 p.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly delivered by hand delivery delivery, facsimile or telecopy other electronic transmission to the Administrative Agent of a written Borrowing Request and shall be signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02information: (i) the Facility, Class and Type of Loans to be borrowed or to which existing Loans are to be converted; (ii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing, a Eurocurrency Borrowing, Alternative Currency Term Benchmark Borrowing, Term SOFR Borrowing or a Eurodollar XXXXX Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed a Alternative Currency and Term Benchmark Borrowing or Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.2.04; and

Appears in 1 contract

Samples: First Lien Credit Agreement (Cyxtera Technologies, Inc.)

Requests for Borrowings. To request a Revolving Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request signed by the Borrower to the Administrative Agent (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.2:00 p.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or one Business Day in the case of any Eurocurrency Borrowing to be made on the Effective Date) (or such later time as the Administrative Agent may agree in its sole discretion) or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.2:00 p.m., New York City time, one Business Day before prior to the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall (x) in the case of any Revolving Loan Borrowing, be irrevocable upon delivery and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall (y) specify the following information (other than, in compliance with Section 2.02: the case of clause (vii) below, the Borrowing Request pertaining to Borrowings on the Effective Date): (i) whether the requested Borrowing is to be a Revolving Loan Borrowing, an Initial Term Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a (for the avoidance of doubt, any Borrowing of Revolving Borrowing or a Term Loan BorrowingLoans shall be allocated pro rata between the Class A Revolving Commitments and Class B Revolving Commitments); (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified2.06, thenor, in the case of a any ABR Revolving Loan Borrowing denominated or Swingline Loan requested to finance the reimbursement of an LC Disbursement as provided in dollarsSection 2.05(f), the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender identity of the details thereof and of the amount of Issuing Bank that made such Lender’s Loan to be made as part of the requested Borrowing.LC Disbursement; 91 US-DOCS\115047431.4127573765.6

Appears in 1 contract

Samples: Credit Agreement and Incremental Facility Agreement (GoHealth, Inc.)

Requests for Borrowings. To request a Revolving Borrowing, Available Currency Borrowing or Canadian Currency Borrowing, the Borrower Representative shall notify the Administrative Agent of such request by telephone or delivery of a Borrowing Request (a) in the case of a Eurodollar Borrowing or CDOR Rate Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or Borrowing, (b) in the case of a Canadian Prime Rate Borrowing, not later than 12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; and (c) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one on the Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.05(f) may must be given not later than 10:00 a.m.11:00 A.M., New York City time, on the date of the proposed Borrowing. To request an Available Currency Fixed Rate Borrowing in Sterling, and Euro or Canadian Dollars, the Borrower Representative shall notify the Administrative Agent of such request in writing, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing. To request an Available Currency Borrowing in any notice other Available Currency, the Borrower Representative shall notify the Administrative Agent of a Swingline Loan such request in writing, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing shall be made or, if different, the number of days before the date of the proposed Borrowing that is standard for the applicable Available Currency in accordance with Section 2.05(b)the Administrative Agent’s standard practice. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, telecopy or telecopy to other electronic platform or electronic transmission approved by the Administrative Agent of a written Borrowing Request and in the form attached hereto as Exhibit E or in such other form as may be approved by the Administrative Agent, signed by an Authorized a Responsible Officer of the BorrowerBorrower Representative and delivered to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, Sections 2.02 and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Guaranty Agreement (IHS Inc.)

Requests for Borrowings. To request a Borrowing, the Administrative Borrower shall notify the Administrative Agent of such request by telephone (or, if permitted by Administrative Agent, by request posted to Administrative Agent’s StuckyNET system) (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date day of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic (or posted) Borrowing Request shall be irrevocable and shall be confirmed the Administrative Borrower agrees to promptly confirm any such telephonic request by hand delivery delivery, facsimile or telecopy Electronic Transmission to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Administrative Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section Sections 2.01 and 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall be based upon and whether such consistent with the then-current cash needs of the Borrower to be specifically set forth in the Borrowing is a Revolving Borrowing or a Term Loan BorrowingRequest; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (v) in the case of a Revolving Borrowing, the Availability (after giving effect to such Borrowing); and (vi) if not a conversion or continuance, the location and account number Borrower to which funds whom the proceeds from such Borrowing are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.Eurodollar

Appears in 1 contract

Samples: Credit Agreement (Independence Contract Drilling, Inc.)

Requests for Borrowings. To request a Each Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower shall notify (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of such request by telephone any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (a) or one Business Day in the case of a Eurodollar any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, not later conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than 11:00 a.m., New York City timeLocal Time, three Dollars (or one Business Days (Day in the case of a Eurodollar any Borrowing of LIBO Rate Loans denominated in dollarsa currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days (in prior to the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the requested date of the proposed Borrowing or (b) in the case of an ABR such Borrowing, not later than 11:00 a.m.conversion or continuation, New York City time, one Business Day before whereupon the date Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the proposed Borrowing; provided that any such requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of an ABR Revolving telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to finance the reimbursement of an LC Disbursement as contemplated by this Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing 2.03 shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy delivered to the Administrative Agent in the form of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Trademark Security Agreement (PQ Group Holdings Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, by telephone, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided, that (i) if the Borrower wishes to request Eurodollar Loans having an Interest Period other than one, two, three or six months in duration as provided that in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 12:00, noon, Local Time four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them and not later than 12:00, noon, Local Time, three Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders and (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.04(c) or Section 2.05(c) may be given not no later than 10:00 a.m.12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, which may be conditioned upon the consummation of the Mergers) and (in the case of telephonic requests) shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Centurylink, Inc)

Requests for Borrowings. To request a Revolving Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime (or if the request is delivered in London, 11:00 a.m., London time), three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a Floating Rate Borrowing, not later than 11:00 9:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed in a form approved by an Authorized Officer of the BorrowerAdministrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.10; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Swingline Loans, and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowinga Floating Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the applicable Borrower shall notify the Administrative Agent of such request by telephone (a) i. in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) ii. in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided that provided, that, 1. to request a Borrowing on the Fourth Restatement Effective Date, the applicable Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 noon, Local Time, two Business Days prior to the Fourth Restatement Effective Date (or such later time as the Administrative Agent may agree) and 2. any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m., New York City timeLocal Time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: whether such Borrowing is to be a Borrowing of Term B Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans as applicable; the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrowers’ account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: First Lien Credit Agreement (Zurn Water Solutions Corp)

Requests for Borrowings. To request a Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request by telephone (a) by irrevocable written notice (via a written Borrowing Request in substantially the form attached as Exhibit D hereto (or otherwise reasonably acceptable to the Administrative Agent) and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a Eurodollar Eurocurrency Borrowing or BA Equivalent Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice , (b) by telephone in the case of an ABR Revolving a Base Rate Borrowing, including a Base Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.04(e) may be given hereof, not later than 10:00 a.m.12:00 p.m., New York City timeLocal Time, on the same Business Day of the proposed Borrowing, (c) by telephone in the case of a Canadian Base Rate Borrowing, not later than 12:00 p.m., Local Time, one (1) Business Day prior to the date of the proposed BorrowingBorrowing or (d) by irrevocable written notice (via a written Borrowing Request in substantially the form attached as Exhibit D hereto (or otherwise reasonably acceptable to the Administrative Agent) and signed by the applicable Borrower, and any notice or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of an Overnight LIBO Borrowing to finance the reimbursement of an LC Disbursement in an Agreed Currency or in respect of a Swingline Loan Borrowing shall be made in accordance with Foreign Subsidiary Borrower as contemplated by Section 2.05(b)2.04(e) hereof, not later than 12:00 p.m., Local Time, on the same Business Day of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and if given by telephone shall be confirmed promptly in writing by hand delivery telecopy or telecopy electronic mail to the Administrative Agent of a written Borrowing Request substantially in the form attached as Exhibit D hereto and signed by an Authorized Officer authorized signer of the applicable Borrower, or the Company on behalf of the applicable Borrower. In the case of a Borrowing denominated in any Alternative Currency, the applicable Borrower shall also notify JPMEL of such request by writing at the same time that such Borrower shall notify the Administrative Agent pursuant to (a) or (b) above, as applicable. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.2.02 hereof:

Appears in 1 contract

Samples: Pledge and Security Agreement (Michael Kors Holdings LTD)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone or by written Borrowing Request in substantially the form of Exhibit B and signed by the Borrower (a “written Borrowing Request”): (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.1:00 p.m., New York, New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.York, New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic The Borrowing Request shall be irrevocable and if a telephonic Borrowing Request it shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerRequest. Each such telephonic and written The Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a the Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Atlas Energy, L.P.)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronically (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided that provided, that, (i) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m.12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, (ii) to request a Borrowing on the November 2017 Effective Date, the Borrower shall notify the Administrative Agent of such request by telephone no later than 5:00 p.m., Local Time, two Business Days prior to the November 2017 Effective Date and (iii) any such notice of a Swingline Loan an Incremental Revolving Borrowing shall or Incremental Term Borrowing may be made given at such time as provided in accordance with Section 2.05(b)the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, which may be conditioned upon the consummation of the Merger or, in the case of notice given in respect of Incremental Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement) and shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Incremental Assumption Agreement (Rackspace Technology, Inc.)

Requests for Borrowings. To request a Revolving Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime (or if the request is delivered in London, 11:00 a.m., London time), three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a Floating Rate Borrowing, not later than 11:00 9:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed in a form approved by an Authorized Officer of the BorrowerAdministrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.10; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Swingline Loans, and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowinga Floating Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

Requests for Borrowings. To request a Borrowing, the Applicable Borrower shall notify the Administrative Agent of such request by telephone (a) by telephonic notice in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or, with respect to Borrowings to be made on the Closing Date, such shorter time as the Administrative Agent may agree in its sole discretion) or (b) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the Applicable Borrower; provided that in respect of the Borrower2015 Term Loans to be borrowed on the Closing Date, the Incremental Term B-1 Loans to be borrowed on the Amendment No. 1 Effective Date, the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, and the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, and the Fourth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 4 Effective Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing Request, the Borrower shall be required to compensate the Lenders under Section 2.13 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent), and such Borrowing Request may be provided no later than 2:00 pm, New York City Time, on the Business Day prior to such Borrowing. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone telephone, email or facsimile request or by delivery of a written Borrowing Request not later than (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.Noon, New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice , in the case of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(eEurodollar Borrowings, or (b) may be given not later than 10:00 a.m., 11:00 a.m. New York City time, time on the date same Business Day, in the case of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b)ABR Borrowings. Each such telephonic telephonic, email or facsimile request not evidenced by delivery of a written Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of in the Borrower. form attached hereto as Exhibit E. Each such telephonic and telephonic, email, facsimile or written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar BorrowingBorrowings, the Agreed Currency and the initial Interest Period to be applicable theretoto such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period”; the amount of the then effective Borrowing Base, the current Revolving Credit Exposures (without regard to the requested Borrowing) and the pro forma Revolving Credit Exposures (giving effect to the requested Borrowing); and the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing is specified, then, in In the case of a Borrowing denominated in dollarsEurodollar Borrowings, the requested Borrowing shall be an ABR Borrowing. If if no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each Borrowing Request shall constitute a representation that the amount of the requested Borrowing shall not cause the Revolving Credit Exposures to exceed the lesser of the Aggregate Maximum Credit Amount and the then effective Borrowing Base. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Sanchez Production Partners LP)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing (delivered by hand or fax) in substantially the form of Exhibit F and signed by the Borrower or by telephone (such request a “Borrowing Request”) (a) in the case of a Eurodollar BorrowingEurocurrency Borrowing denominated in Dollars, not later than 11:00 10:00 a.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing; provided that, in the case of a Eurocurrency Borrowing in Dollars to be funded on the Closing Date, not later than 10:00 a.m., New York City time, one Business Day before the Closing Date, (b) in the case of a Eurocurrency Borrowing denominated in an Alternative Currency, not later than 10:00 a.m., New York City time, four Business Days before the date of the proposed Borrowing, (c) in the case of a Eurocurrency Borrowing denominated in a Special Notice Currency, five Business Days before the date of the proposed Borrowing, or (bd) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided provided, that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy fax to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.2.01:

Appears in 1 contract

Samples: Credit Agreement (Ping Identity Holding Corp.)

Requests for Borrowings. To request a Revolving Loan Borrowing or Term Loan Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request signed by the Borrower to the Administrative Agent (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.2:00 p.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or one Business Day in the case of any Eurocurrency Borrowing to be made on the Effective Date) (or such later time as the Administrative Agent may agree in its sole discretion) or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.2:00 p.m., New York City time, one Business Day before prior to the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall (x) in the case of any Revolving Loan Borrowing, be irrevocable upon delivery and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall (y) specify the following information (other than, in compliance with Section 2.02: the case of clause (vii) below, the Borrowing Request pertaining to Borrowings on the Effective Date): (i) whether the requested Borrowing is to be a Revolving Loan Borrowing, an Initial Term Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.06, or, in the case of any ABR Revolving Loan Borrowing or Swingline Loan requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), the identity of the Issuing Bank that made such LC Disbursement; (vii) that, in the case of any Borrowing after the Effective Date, as of the date of such Borrowing, the conditions set forth in Section 4.02(a) and Section 4.02(b) are satisfied. If no election as to the Type of Borrowing is specifiedspecified as to any Borrowing, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement and Incremental Facility Agreement (GoHealth, Inc.)

Requests for Borrowings. To request a Revolving Borrowing or a Tranche B-1 Term Loan Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime (or if the request is delivered in London, 11:00 a.m., London time), three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and (x) signed by an Authorized Officer the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Parent Borrower by prior written notice to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.6; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Tranche A Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR BorrowingBorrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. To request a Borrowing (other than a continuation or conversion, which is governed by Section 2.8) of (a) Domestic Revolving Loans, Global Revolving Loans or Incremental Term Loans, the relevant Borrower shall notify the Administrative Agent of such request by telephone, (i) in the case of a Eurodollar Borrowing, by not later than 11:00 a.m. on the date that is three (3) Business Days before the date of the proposed Borrowing, (ii) in the case of an AC Daily Rate Borrowing or an AC Term Rate Borrowing, by not later than 11:00 a.m. on the date that is four (4) Business Days before the date of the proposed Borrowing, or (iii) in the case of an ABR Borrowing, by not later than 11:00 a.m. on the Business Day of the proposed Borrowing, and (b) the Delayed Draw Term Loan, the Parent Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, by not later than 11:00 a.m., New York City timeLocal Time, a.m. on the date that is three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided, that, if the applicable Borrower wishes to request Eurodollar Loans or AC Term Rate Loans having an Interest Period other than one (1), three (3) or six (6) months in duration as provided that any for such Type of Loan in the definition of “Interest Period” in Section 1.1, (I) the applicable notice of an ABR Revolving Borrowing to finance must be received by the reimbursement of an LC Disbursement as contemplated Administrative Agent by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, 11:00 a.m. on the date that is four (4) Business Days (or five (5) Business Days, in the case of an AC Term Rate Borrowing) prior to the proposed requested date of such Borrowing, (II) the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and any determine whether the requested Interest Period is acceptable to all of them, and (III) by not later than 11:00 a.m. on the date that is three (3) Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the applicable Borrower (which notice of a Swingline Loan Borrowing shall may be made in accordance with Section 2.05(b)by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent, and (1) signed by an Authorized Officer the Parent Borrower, or (2) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Parent Borrower by prior written notice to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (A) the applicable Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (B) the Class and Type of the requested Borrowing; (C) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (D) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (E) in the case of a Eurodollar Borrowing or an AC Term Rate Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (F) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.7; and (G) the currency of such Borrowing (which shall be in Dollars in the case of any Domestic Revolving Loans, Swingline Loans and the Delayed Draw Term Loan, and otherwise shall be in Dollars or an Alternative Currency). If no election as to the currency of a Borrowing of Global Revolving Loans or Incremental Term Loans is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR BorrowingBorrowing if denominated in Dollars, or an AC Daily Rate Borrowing or AC Term Rate Borrowing (as applicable for the selected Alternative Currency) if denominated in an Alternative Currency. If no Interest Period is specified with respect to any requested Eurodollar Borrowing or AC Term Rate Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.3, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX FLOW, Inc.)

Requests for Borrowings. To request a BorrowingTerm Loans on the Closing Date, the Borrower shall notify the Administrative Agent of such request by telephone irrevocable written notice (ai) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.12:00 p.m., New York City timeLocal Timetime, three two (2) Business Days prior to the Closing Date and (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (bii) in the case of an ABR Borrowing, not later than 11:00 a.m.5:00 p.m., New York City time, one (1) Business Day before prior to the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b)Closing Date. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: 2.01(a): (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing(which shall comply with Section 2.01(c)); (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Term Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Delta Air Lines, Inc.)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone electronic means of a written Borrowing Request signed by the Borrower (a) in the case of a Eurodollar SOFR Borrowing or CDOR Rate Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City timeon the Business Day of the proposed Borrowing (or, in each case, such shorter period as the Administrative Agent may agree); provided, that, (i) to request a SOFR Borrowing, CDOR Rate Borrowing or ABR Borrowing on the Closing Date, the Borrower shall deliver such Borrowing Request to the Administrative Agent not later than 5:00 p.m., Local Time, one Business Day before prior to the date of Closing Date (or such later time as the proposed Borrowing; provided that Administrative Agent may agree), (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m., New York City timeLocal Time, on the date of the proposed Borrowing, Borrowing and (iii) any such notice of a Swingline Loan an Incremental Revolving Borrowing shall or Incremental Term Borrowing may be made given at such time as provided in accordance with Section 2.05(b)the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to (other than in the Administrative Agent case of a written any Borrowing Request and signed by an Authorized Officer given in respect of the BorrowerClosing Date or Incremental Commitments, which may be conditioned as provided in the applicable Incremental Assumption Agreement). Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (PlayAGS, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (a) in the case of a Eurodollar EurodollarSOFR Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.1:00 p.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar EurodollarSOFR Borrowing; (iv) in the case of a Eurodollar EurodollarSOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar EurodollarSOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

Requests for Borrowings. (a) To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (aa “Borrowing Notice”) (A) in the case of a Eurodollar EurocurrencyTerm SOFR Borrowing, not later than 11:00 a.m., New York City timeLocal a.m. (Central Time), three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing Borrowing, or (bB) in the case of an ABR Adjusteda Base Rate Borrowing or Adjusted Daily Simple SOFR Borrowing, not later than 11:00 a.m., New York City timea.m. (Central Time), one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request Notice shall be irrevocable and and, if requested by the Administrative Agent, shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer Notice in substantially the form of Exhibit J in the Borrowercase of any Borrowing. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.022.7: (i) the Borrower requesting such Borrowing; (ii) the Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar EurocurrencyTerm SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.7. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Adjusteda Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar EurocurrencyTerm SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request Notice in accordance with this SectionSection 2.7(a), the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan Xxxx to be made as part of the requested Borrowing. The Borrower shall also deliver together with each Borrowing Notice the compliance certificate required in Section 5.2 and otherwise comply with the conditions set forth in Section 5.2 for Borrowings. Not later than 11:00 a.m. (Central Time) on each Borrowing Date, each Lender shall make available its Loan or Loans, in funds immediately available at the Administrative Office. Administrative Agent will promptly make the funds so received from the Lenders available to the Borrower in the account specified by the Borrower in the Disbursement Instruction Agreement.

Appears in 1 contract

Samples: Unsecured Term Loan Agreement (First Industrial Lp)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone telephone, hand delivery, facsimile or electronic transmission, which such notice shall be in the form of (or, in the case of telephonic notification, promptly confirmed in the form of) a written Borrowing Request signed by the Borrower (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a Base Rate Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrowerirrevocable. Each such telephonic and 37 Bridge Loan Agreement written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.. Section 2.04

Appears in 1 contract

Samples: Bridge Loan Agreement

Requests for Borrowings. To request a (a) Each Borrowing, each conversion of Loans from one Type to the Borrower other, and each continuation of Eurocurrency Loans shall notify be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone; provided, however, that any such notice of the Specified Borrowing may be subject to and conditioned upon the occurrence of the Verafin Acquisition Closing Date. Each such notice must be received by the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollarsi) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one three (3) Business Day before Days (or, in the case of the Specified Borrowing, 4:00 p.m., New York City time, three (3) Business Days) prior to the requested date of any Borrowing or continuation of Eurocurrency Loans denominated in Dollars or any conversion of ABR Loans to Eurocurrency Loans, (ii) 12:00 noon, New York City time, four (4) Business Days prior to the proposed Borrowing; provided that requested date of any such notice Borrowing or continuation of Eurocurrency Loans denominated in an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(eAlternative Currency, (iii) may be given not later than 10:00 11:00 a.m., New York City time, on the requested date of any Borrowing of ABR Loans under the proposed Revolving A Facility, (iv) 3:00 p.m., New York City time, on the requested date of any Borrowing of ABR Loans under the Revolving B Facility (provided that any notice provided after 3:00 p.m., New York City time, on any day will be deemed to have been provided at 8:00 a.m., New York City time on the next Business Day); provided, however, that if the Borrower wishes to request Eurocurrency Loans (other than Eurocurrency Loans, if any, made on the Closing Date) 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 the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and any 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 (which notice of a Swingline Loan Borrowing shall may be made in accordance with Section 2.05(b)by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each such telephonic Borrowing Request shall be irrevocable and shall notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing of, conversion to or continuation of Eurocurrency Loans shall be in an amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Except as provided in Section 2.05, each Borrowing of or conversion to ABR Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request (whether telephonic or written) shall specify (i) whether the following information in compliance with Section 2.02: Borrower is requesting a Borrowing of Revolving Loans, a conversion of Revolving Loans from one Type to the aggregate amount other, or a continuation of Eurocurrency Loans, (ii) the requested date of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing conversion or a Term Loan Borrowing; continuation, as the date of such Borrowing, case may be (which shall be a Business Day; ny-11773361177179 whether such ), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the currency in which the Loans to be borrowed are to be denominated, (v) the Type of Loans to be borrowed or to which existing Revolving Loans are to be converted and (vi) if applicable, the duration of the Interest Period with respect thereto, (vii) under which Facility the Borrowing is to be an ABR Borrowing made (or a Eurodollar Borrowing; in whether the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition aggregate amount of the term “Interest Period”; and Loans requested should be divided between the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07Facilities on a pro rata basis). If no election as the Borrower fails to the specify a Type of Borrowing is specified, then, Loan in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect Request or fails to any requested Eurodollar Borrowinggive a timely notice requesting a conversion or continuation, then the Borrower applicable Revolving Loans shall be deemed to have selected made as, or converted to, ABR Loans (unless the Loan being made or continued is denominated in an Alternative Currency, in which case it shall be made or continued as a Eurocurrency Loan with an Interest Period of one month’s duration). Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent Any such automatic conversion to ABR Loans shall advise each Lender be effective as of the details thereof and last day of the amount of such Lender’s Loan Interest Period then in effect with respect to be made as part of the requested Borrowing.applicable

Appears in 1 contract

Samples: Credit Agreement (Nasdaq, Inc.)

Requests for Borrowings. (a) To request a Revolving Facility Borrowing, a Term Loan A Borrowing and/or a Term Loan B Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar BorrowingTerm SOFR Borrowing in Dollars, not later than 11:00 a.m., New York City timeLocal Local Time, three two (2) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, by telephone, not later than 12:00 noon, Local Time, on the Business Day of the proposed Borrowing; provided, that, if the Borrower wishes to request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. 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., New York City time, one three Business Day Days before the requested date of such Borrowing, conversion or continuation, the proposed Borrowing; provided that any such Administrative Agent shall notify the Borrower (which notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given by telephone) whether or not later than 10:00 a.m., New York City time, on the date of requested Interest Period has been consented to by all the proposed Borrowing, Lenders and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b)the Administrative Agent. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Restatement Effective Date, which may be conditioned upon the consummation of the Restatement Date Refinancing) and (in the case of telephonic requests) shall be confirmed promptly by hand delivery or telecopy electronic means to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Restatement Agreement (EDGEWELL PERSONAL CARE Co)

AutoNDA by SimpleDocs

Requests for Borrowings. To request a Revolving Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a Floating Rate Borrowing, not later than 11:00 a.m.12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable (subject to Section 3.3(c)) and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerOfficer. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.10. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR a Floating Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SITE Centers Corp.)

Requests for Borrowings. To request a (a) Each Borrowing, each conversion of Loans from one Type to the Borrower other, and each continuation of Eurocurrency Loans shall notify be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone. Each such notice must be received by the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one (i) three (3) Business Day before Days prior to the requested date of the proposed Borrowing; provided that any such notice Borrowing or continuation of an Eurocurrency Loans or any conversion of ABR Revolving Borrowing Loans to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, Eurocurrency Loans (or on the Closing Date in the case of the initial Borrowing) and (ii) on the requested date of the proposed Borrowing, and any notice Borrowing of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b)ABR Loans. Each such telephonic Borrowing Request shall be irrevocable and shall notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing of, conversion to or continuation of Eurocurrency Loans shall be in an amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Borrowing of or conversion to ABR Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request (whether telephonic or written) shall specify (i) whether the following information in compliance with Section 2.02: Borrower is requesting a Borrowing of Loans, a conversion of Loans from one Type to the aggregate amount other, or a continuation of Eurocurrency Loans, (ii) the requested date of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing conversion or a Term Loan Borrowing; continuation, as the date of such Borrowing, case may be (which shall be a Business Day; ny-11773361177179 whether such Borrowing is ), (iii) the principal amount of Loans to be an ABR Borrowing borrowed, converted or a Eurodollar Borrowing; in continued and (iv) the case Type of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period Loans to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number borrowed or to which funds existing Loans are to be disbursed, which shall comply with the requirements of Section 2.07converted. If no election as the Borrower fails to the specify a Type of Borrowing is specified, then, Loan in the case of a Borrowing denominated in dollarsRequest or fails to give a timely notice requesting a conversion or continuation, then the requested Borrowing applicable Loans shall be an made as, or converted to, ABR BorrowingLoans. If no Any such automatic conversion to ABR Loans shall be effective as of the last day of the Interest Period is specified then in effect with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowingapplicable Eurocurrency Loans.

Appears in 1 contract

Samples: Credit Agreement (Nasdaq Omx Group, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request by telephone (a) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three (3) Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in dollarsDollars to the Company) or by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by such Borrower, or the Company on its behalf) not later than four (4) Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in a Foreign CurrencyCurrency or a Eurocurrency Borrowing to a Foreign Subsidiary Borrower), in each case before the date of the proposed Borrowing or (b) by telephone in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.12:00 noon, New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the applicable Borrower, or the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Bruker Corp)

Requests for Borrowings. To request a Revolving Borrowing or a Term Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Applicable Agent of such request by telephone (a) in the case of a Eurodollar BorrowingEurocurrency Borrowing (other than a UK Tranche Revolving Borrowing denominated in Sterling by the UK Borrower or by another Borrowing Subsidiary organized under the laws of England and Wales), not later than 11:00 a.m.2:00 p.m., New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or Borrowing, (b) in the case of a UK Tranche Revolving Borrowing denominated in Sterling by the UK Borrower or by another Borrowing Subsidiary organized under the laws of England and Wales, not later than 10:00 a.m., Local Time, on the Business Day of the proposed Borrowing and (c) in the case of an ABR Borrowing, not later than 11:00 a.m.2:00 p.m., New York City timeLocal Time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.04(e), or to replace a Eurocurrency Borrowing Request deemed ineffective pursuant to clause (i) of Section 2.13, may be given not later than 10:00 a.m.12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, ; and provided further that any such notice in respect of a Swingline Loan any Borrowing shall to be made in accordance with Section 2.05(b)on the Effective Date may be given at such later time or on such shorter notice as the Applicable Agent may agree. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Applicable Agent of a written Borrowing Request in a form approved by the Applicable Agent and signed by an Authorized Officer the applicable Borrower, or by the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Coors Adolph Co)

Requests for Borrowings. To request a Borrowing, the Borrower Representative shall notify the Administrative Agent of such request in a written Borrowing Request signed by telephone the Borrower Representative and delivered by electronic mail or facsimile (a) in the case of a Eurodollar Borrowing, not later than 11:00 10:00 a.m., New York City timeLocal TimeDenver, Colorado time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing Borrowing; or (b) in the case of an ABR a Base Rate Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City Denver, Colorado time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.01: (i) the name of the applicable Borrower; (ii) the aggregate amount of the requested Borrowing, Borrowing and whether a breakdown of the separate wires comprising such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Borrowing; and (v) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable theretothereto and the last day of such Interest Period, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Revolving Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Revolving Borrowing shall be an ABR a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Revolving Borrowing, then the Borrower applicable Borrower(s) shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. SECTION 2.04. [Reserved]. SECTION 2.05.

Appears in 1 contract

Samples: Credit Agreement (Pilgrims Pride Corp)

Requests for Borrowings. To (a) The Borrower may request a Borrowing, the Borrower shall notify Borrowing by giving the Administrative Agent of such request by telephone a Borrowing Request, and giving each Lender a copy thereof, no later than (ai) in the case of a any Eurodollar BorrowingRate Loans or Conversion into or Continuation as Eurodollar Rate Loans, not later than 11:00 a.m., 12:00 p.m. New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy prior to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowingfunding, Conversion, or Continuation, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; , and (ii) in the case of a Eurodollar BorrowingAlternative Base Rate Loans or Conversion into or Continuation as Alternative Base Rate Loans, 12:00 p.m. New York time on the Agreed Currency and Business Day of the initial Interest Period to be applicable theretorequested date of such funding, Conversion, or Continuation, which shall be a period contemplated Business Day. Any Borrowing Request received by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursedAdministrative Agent or a Lender later than 12:00 p.m. New York time, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected been received thereby at the opening of business on the next Business Day. Each Borrowing Request shall be made by facsimile or other electronic means acceptable to the Administrative Agent, shall be signed by an Interest Period Authorized Officer and shall be effective upon receipt by the Administrative Agent and each of the Lenders. Subject to Section 3.03(c) of this Agreement, unless the Administrative Agent has received a written Notice of Declining Lender from one monthor more Lenders prior to 5:00 p.m., New York time, one (1) Business Day prior to the Administrative Agent’s duration. Promptly following receipt of a any Borrowing Request (in accordance with which event the provisions of Section 3.11 of this SectionAgreement shall be applicable), each of the Lenders hereunder shall be obligated, regardless of whether it has affirmatively agreed to fund its Pro Rata Share of the related Revolving Borrowing, prior to 3:00 p.m., New York time, on the date such Revolving Loan is to be made, to make available to the Administrative Agent at the Administrative Agent’s Principal Office, in immediately available funds, an amount equal to such Lender’s Pro Rata Share of such Revolving Loan, multiplied by the amount of such Revolving Loan. After the Administrative Agent’s receipt of such funds and upon fulfillment of all applicable conditions precedent in Article VI hereof, the Administrative Agent shall advise each Lender will make such funds available to the Borrower, no later than close of the details thereof and of business on that same Business Day, by crediting the amount of such Lender’s Loan Borrowing to be made as part the account of the requested BorrowingBorrower more fully described in Schedule 3.03 hereto (in which the Collateral Agent shall have been granted a first priority (subject to Permitted Liens) perfected security interest).

Appears in 1 contract

Samples: Uncommitted Revolving Credit Agreement (Tesoro Corp /New/)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date of the proposed BorrowingBorrowing (so long as such date is a Business Day); provided that any no such notice shall be required for any deemed request of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.04: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Clayton Williams Energy Inc /De)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three two Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with this Section 2.022.03: (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.04. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Nelnet Inc)

Requests for Borrowings. To request a Borrowing, the Applicable Borrower shall notify the Administrative Agent of such request by telephone (a) by telephonic notice in the case of a Eurodollar BorrowingEurocurrency Borrowing of Term Loans not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing (or, with respect to Borrowings to be made on the Closing Date, such shorter time as the Administrative Agent may agree in its sole discretion), (b) by telephonic notice in the case of a Eurocurrency Borrowing of Revolving Loans (x) denominated in Dollars, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing and (y) denominated in an Agreed Currency other than Dollars, not later than 11:00 a.m., New York City time, four (4) Business Days before the date of the proposed Borrowing (or, in each case, with respect to Borrowings to be made on the Amendment No. 5 Effective Date, such shorter time as the Administrative Agent may agree in its sole discretion) or (bc) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the Applicable Borrower; provided that in respect of the Borrower2015 Term Loans to be borrowed on the Closing Date, the Incremental Term B-1 Loans to be borrowed on the Amendment No. 1 Effective Date, the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, and the Fourth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 4 Effective Date, and the Sixth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 6 Effective Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing Request, the Borrower shall be required to compensate the Lenders under Section 2.16 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent), and such Borrowing Request may be provided no later than 2:00 pm, New York City Time, on the Business Day prior to such Borrowing. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Horizon Therapeutics Public LTD Co)

Requests for Borrowings. (a) To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (aa “Borrowing Notice”) (A) in the case of a Eurodollar Term SOFR Borrowing, not later than 11:00 a.m., New York City timeLocal a.m. (Central Time), three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing Borrowing, or (bB) in the case of an ABR a Base Rate Borrowing or Adjusted Daily Simple SOFR Borrowing, not later than 11:00 a.m., New York City timea.m. (Central Time), one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request Notice shall be irrevocable and and, if requested by the Administrative Agent, shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer Notice in substantially the form of Exhibit J in the Borrowercase of any Borrowing. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.022.7: (i) the Borrower requesting such Borrowing; (ii) the Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Term SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.7. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request Notice in accordance with this SectionSection 2.7(a), the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. The Borrower shall also deliver together with each Borrowing Notice the compliance certificate required in Section 5.2 and otherwise comply with the conditions set forth in Section 5.2 for Borrowings. Not later than 11:00 a.m. (Central Time) on each Borrowing Date, each Lender shall make available its Loan or Loans, in funds immediately available at the Administrative Office. Administrative Agent will promptly make the funds so received from the Lenders available to the Borrower in the account specified by the Borrower in the Disbursement Instruction Agreement.

Appears in 1 contract

Samples: Unsecured Term Loan Agreement (First Industrial Lp)

Requests for Borrowings. To request a Term Loan Borrowing or a Revolving Borrowing, the Borrower Company shall notify the Administrative Agent of such request by telecopy of a written Borrowing Request signed by the Company (or, in the case of a Term Loan Borrowing or a Revolving Borrowing denominated in U.S. Dollars, by telephone confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request signed by the Company) (a) in the case of a Eurodollar BorrowingBorrowing denominated in U.S. Dollars, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days before the date of the proposed Borrowing, (in the case of a Eurodollar Borrowing denominated in dollarsb) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), not later than 11:00 a.m., Local Time, four (4) Business Days before the date of the proposed Borrowing Borrowing, or (bc) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided provided, that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the Class and Type of such Borrowing; the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Company's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no denomination is specified with respect to any requested Eurodollar Borrowing, then the requested Borrowing shall be denominated in U.S. Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollarsU.S. Dollars, the requested Borrowing shall be an ABR Borrowing, and in the case of a Borrowing denominated in a Foreign Currency, the requested Borrowing shall be a Eurodollar Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower Company shall be deemed to have selected an Interest Period of one (1) month’s 's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Haemonetics Corp)

Requests for Borrowings. To request a Revolving Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (a) in the case of a Eurodollar Term Benchmark Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing or RFR Borrowing, not later than 11:00 a.m.12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing or RFR Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable (subject to Section 3.3(c)) and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerOfficer. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Term Benchmark Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.10. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Term Benchmark Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SITE Centers Corp.)

Requests for Borrowings. To request a Borrowing, the Borrower Representative shall notify the Administrative Agent of such request in writing in a form approved by telephone the Administrative Agent and signed by the Borrower Representative not later than (a) in the case of a Eurodollar Term SOFR Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing (other than a Swingline Borrowing), not later than 11:00 a.m.1:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the such proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile, or telecopy emailed pdf to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerBorrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower(s) and whether such Borrowing is a U.S. Borrowing or Canadian Borrowing; (ii) the aggregate amount of the requested Borrowing, Borrowing and whether a breakdown of the separate wires comprising such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether (iv) the Type of such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (v) in the case of a Eurodollar Term SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and .” Any Borrowing Request that shall fail to specify any of the location and account number to which funds are to information required by the preceding provisions of this paragraph may be disbursed, which rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall comply with the requirements of Section 2.07. If no election as give written or telephonic notice thereof to the Type Borrower Representative and, if so rejected, will be of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s durationforce or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Designer Brands Inc.)

Requests for Borrowings. To request a Revolving Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a Floating Rate Borrowing, not later than 11:00 a.m.12:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed in a form approved by an Authorized Officer of the BorrowerAdministrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.10. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR a Floating Rate Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (DDR Corp)

Requests for Borrowings. To request a BorrowingEach Borrowing of Term Loans, each Borrowing of Revolving Loans, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the applicable Borrower shall notify to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m., Local Time, (i) three Business Days prior to the requested day of such request by telephone any Borrowing, conversion or continuation of LIBO Rate Loans denominated in Dollars (or one Business Day in the case of any Borrowing of (a) LIBO Rate InitialOriginal Term Loans to be made on the Closing Date and (b) Initial Euro Term Loans to be made on the First Amendment Effective Date), (ii) on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) denominated in Dollars, or (iii) four Business Days (or five Business Days in the case of a Eurodollar Special Notice Currency) prior to the requested day of any Borrowing, not later than 11:00 a.m.conversion or continuation of LIBO Rate Loans (including Swingline Loans) denominated in an Alternative Currency (or, New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated clause (iii), such later time as shall be acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request LIBO Rate Loans having an Interest Period of other than one, two, three or six months in dollars) or four Business Days (duration as provided in the case definition of a Eurodollar Borrowing denominated in a Foreign Currency), before “Interest Period,” (A) the date of applicable notice from the proposed Borrowing or (b) in applicable Borrower must be received by the case of an ABR Borrowing, Administrative Agent not later than 11:00 a.m.12:00 p.m., New York City timeLocal Time, one Business Day before prior to the date for such Borrowing, conversion or continuation required pursuant to clause (i) or (iii) above, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing requested Interest Period is acceptable to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(ethem and (B) may be given not later than 10:00 a.m., New York City time, a.m. on the date next Business Day, the Administrative Agent shall notify the applicable Borrower whether or not the requested Interest Period has been consented by all the appropriate Lenders (it being acknowledged and agreed that the failure of any Lender to respond to any such request within the proposed Borrowing, and any notice of a Swingline Loan Borrowing time period provided by clause (A) above shall be made in accordance with Section 2.05(bdeemed to be a rejection by such Lender of such request). Each such written notice (or confirmation of telephonic notice) with respect to a Borrowing Request by the applicable Borrower pursuant to this Section 2.03 shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy delivered to the Administrative Agent in the form of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Indivior PLC)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone or e-mail (a) in the case of a Eurodollar Term SOFR Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any no such notice shall be required for any deemed request of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by provided in Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b2.08(e). Each such telephonic or e-mail Borrowing Request shall be irrevocable and and, if made by telephone, shall be confirmed promptly by hand delivery delivery, facsimile or telecopy e-mail to the Administrative Agent of a written Borrowing Request in substantially the form of Exhibit B and signed by an Authorized Officer each member of the BorrowerParent Group. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and (i) whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the aggregate amount of the requested Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Term SOFR Borrowing; (v) in the case of a Eurodollar Term SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) (A) the amount of the then effective Borrowing Base and the Available Borrowing Base, (B) the amount of the then effective Aggregate Elected Revolving Commitment Amounts, (C) the aggregate principal amount of Permitted Pari Term Loan Debt then outstanding, (D) the current Total Revolving Credit Exposures (without regard to the requested Borrowing), (E) the pro forma Total Revolving Credit Exposures and the Total Term Loan Exposures (giving effect to the requested Borrowing); (F) the Total Term Loan Exposures (without regard to the requested Borrowing) and (G) the pro forma Total Term Loan Exposures (giving effect to the requested Borrowing); and (vii) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Each Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of constitute a representation that the amount of such Lender’s Loan to be made as part of the requested Borrowing.the

Appears in 1 contract

Samples: Credit Agreement (Chord Energy Corp)

Requests for Borrowings. To request a Borrowing, a conversion of Loans from one Type to the other or a continuation of Eurodollar Loans, the Borrower shall notify the Administrative Agent of such request, which may be given by telephone, not later than 11:00 a.m. (i) three Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Eurodollar Loans or of any conversion of Eurodollar Loans to Base Rate Loans, and (ii) on the requested date of any Borrowing of Base Rate Loans; provided, however, that if the Borrower wishes to request Eurodollar 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 telephone the Administrative Agent not later than 11:00 a.m. (ai) four Business Days prior to the requested date of such Borrowing, conversion or continuation of Eurodollar Loans, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than noon, (i) three Business Days before the requested date of such Borrowing, conversion or continuation of Eurodollar Loans, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each Borrowing Request shall be irrevocable (provided that a request for Term A-2 Loans may, subject to Section 2.15, be conditioned upon consummation of the Acquisition) and, in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and Request, shall be confirmed promptly by hand delivery or telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative Agent of a written Borrowing Request in a form attached hereto as Exhibit E (in the case of a Borrowing Request for the Term A-2 Loans, with modifications to reflect the conditions to the borrowing of the Term A-2 Loans as provided in this Agreement) and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Restatement Agreement (Constellation Brands, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone or by written Borrowing Request in substantially the form of Exhibit B and signed by the Borrower (a “written Borrowing Request”): (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m.1:00 p.m., New York, New York City timeLocal Timetime, three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or such shorter period agreed by each Lender of such Eurodollar Borrowing and the Administrative Agent) or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.York, New York City time, on the date of the proposed Borrowing, Borrowing (or such shorter period agreed by each Lender of such ABR Borrowing and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(bthe Administrative Agent). Each such telephonic The Borrowing Request shall be irrevocable and if telephonic, such Borrowing Request shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerRequest. Each such telephonic and written The Borrowing Request shall specify the following information in compliance with Section 2.02: the applicable Class of the requested Borrowing; the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrower’s account number to which funds the proceeds of such Borrowing are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a the Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan of the relevant Class to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Atlas Energy Group, LLC)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) § in the case of a Eurodollar Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal TimeHouston, Texas time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) § in the case of an ABR Borrowing, not later than 11:00 a.m.A.M., New York City Houston, Texas time, one on the Business Day before the date of the proposed Borrowing; provided that any no such notice shall be required for any deemed request of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by provided in Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b2.08(e). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, electronic communication or telecopy to the Administrative Agent of a written Borrowing Request in substantially the form of Exhibit B and signed by an Authorized Officer of the Parent Guarantor and the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; • the amount of the then effective Borrowing Base (only if such requested Borrowing is to be made prior to the Investment Grade Changeover Date), the Aggregate Elected Commitment Amount (only if such requested Borrowing is to be made prior to the Investment Grade Changeover Date), and the current total Revolving Credit Exposures (without regard to the requested Borrowing) and the pro forma total Revolving Credit Exposures (giving effect to the requested Borrowing); and • the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each Borrowing Request shall constitute a representation that the amount of the requested Borrowing shall not cause the total Revolving Credit Exposures to exceed the total Commitments (i.e., (x) prior to the Investment Grade Changeover Date, the least of the Aggregate Maximum Credit Amounts, the Aggregate Elected Commitment Amount, and the then effective Borrowing Base or (y) on and after the Investment Grade Changeover Date, the Aggregate Maximum Credit Amounts). Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Diamondback Energy, Inc.)

Requests for Borrowings. To request a BorrowingBorrowing of Loans, other than Swingline Loans (which shall be made in accordance with Section 2.05), the Lead Borrower shall notify the Administrative Agent of such request by telephone delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request (or telephonic notice promptly confirmed thereafter by delivery of a written Borrowing Request) signed by the Lead Borrower to the Administrative Agent (a) in the case of a Eurodollar EurocurrencyTerm Benchmark Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or one Business Day before the date of the proposed Borrowing, in the case of any EurocurrencyTerm Benchmark Borrowing to be made on the Closing Date (or two Business Days before the date of the proposed Borrowing, in the case of any Borrowing denominated in Euros or Eurocurrency Borrowing denominated in Dollars)) orthe Second Amendment Effective Date), (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing or (c) in the case of a Daily Simple SOFR Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given , not later than 10:00 11:00 a.m., New York City time, on five Business Days before the date of the proposed BorrowingBorrowing (or, and any notice in the case of a Swingline Loan Borrowing shall be made (a) and, (b) or (c), such later time as the Administrative Agent may agree in accordance with Section 2.05(bits sole discretion). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand upon delivery or telecopy to the Administrative Agent of a written (provided that any Borrowing Request and signed by an Authorized Officer (x) in connection with a Borrowing to be made on the Closing Date may be conditioned on the closing of the Borrower. Each Acquisition and, (y) to be made in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such telephonic acquisition, Investment or repayment, redemption or refinancing of such Indebtedness and written Borrowing Request (z) in respect of any Refinancing Amendment may be delivered in accordance with the terms thereof) and shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then(other than, in the case of a Borrowing denominated in dollarsclause (viii) below, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, pertaining to Borrowings on the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.Closing Date):

Appears in 1 contract

Samples: Abl Credit Agreement (Clarios International Inc.)

Requests for Borrowings. To request a Borrowing, the applicable Borrower shall notify the Administrative Agent of such request by telephone delivering a written Borrowing Request substantially in the form of Exhibit C or another form approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) appropriately completed and signed by a Financial Officer of the applicable Borrower (a) in the case of a Eurodollar Term SOFR Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing, (b) in the case of a Eurodollar Borrowing denominated in dollarsEurocurrency Borrowing, not later than 11:00 a.m., New York City time, four (4) or four Business Days (or five (5) Business Days in the case of a Eurodollar Borrowing denominated in a Foreign Special Notice Currency), ) before the date of the proposed Borrowing or (bc) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one on the Business Day before the date of the proposed Borrowing; provided, however, that if the applicable Borrower wishes to request Eurocurrency Rate Loans having an Interest Period other than one, three or six months in duration as provided that any such notice in the definition of an ABR Revolving “Interest Period,” the applicable written Borrowing to finance Request must be received by the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given Administrative Agent not later than 10:00 a.m., 11:00 a.m. New York City time, on time five (5) Business Days (or six (6) Business Days in the case of a Special Notice Currency) prior to the requested date of the proposed such Borrowing, conversion or continuation of Eurocurrency Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and any notice determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m. New York City time four (4) Business Days (or five (5) Business Days in the case of a Swingline Loan Borrowing Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Rate Loans, the Administrative Agent shall notify the applicable Borrower (which notice may be made in accordance with Section 2.05(b)by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Sherwin Williams Co)

Requests for Borrowings. To request a Revolving Borrowing or Term Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (other than a request for any Borrowing denominated in a Permitted Foreign Currency, which request shall be made in writing) (a) in the case of a Eurodollar Eurocurrency Borrowing denominated in dollars or a EURIBOR Borrowing, not later than 11:00 a.m., New York City timeLocal Local Time, three Business Days before the date of the proposed Borrowing, (b) in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in a Permitted Foreign Currency), not later than 11:00 a.m., London time, four Business Days before the date of the proposed Borrowing or (bc) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement denominated in dollars as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile or telecopy other electronic imaging to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information (to the extent applicable, in compliance with Section Sections 2.01 and 2.02: ): (i) whether the requested Borrowing is to be a Revolving Borrowing, a Tranche A Term Borrowing or a Borrowing of any Incremental Term Loan; (ii) the currency and the aggregate amount of such Borrowing; (iii) the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iv) whether such Borrowing is to be an ABR Borrowing, a Eurocurrency Borrowing or a Eurodollar EURIBOR Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing or a EURIBOR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.06(a), or, if the Borrowing is being requested to finance the reimbursement of an LC Disbursement denominated in dollars in accordance with Section 2.05(e), the identity of the Issuing Bank that made such LC Disbursement; and (vii) that as of such date Sections 4.03(a) and 4.03(b) are satisfied. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing other than with respect to Borrowings denominated in dollarsa Permitted Foreign Currency, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing or EURIBOR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any requested Revolving Loan, the Borrower shall be deemed to have selected dollars. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.shall

Appears in 1 contract

Samples: Credit Agreement (Vectrus, Inc.)

Requests for Borrowings. To request a Revolving Borrowing or a Term Loan Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime (or if the request is delivered in London, 11:00 a.m., London time), three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and (x) signed by an Authorized Officer the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Parent Borrower by prior written notice to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.7; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR BorrowingBorrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. To request a Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent of such request Agent, which may be given by (A) telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (bB) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowinga Borrowing Request; provided that any such telephonic notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated must be promptly confirmed in writing by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a Borrowing Request (provided that notices in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be Table of Contents made on the Closing Date may be conditioned on the closing of the Acquisition and (y) to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in in the form of a Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the Borrower or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic ) and written Borrowing Request shall specify must be received by the following information in compliance with Section 2.02: the aggregate amount of Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested Borrowingday of any Borrowing of, and whether such Borrowing is a Revolving Borrowing conversion to or a Term Loan Borrowing; the date continuation of such Borrowing, which shall be a LIBO Rate Loans (or one Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; Day in the case of a Eurodollar Borrowingany Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Agreed Currency and Administrative Agent); provided, however, that if the initial Borrower wishes to request LIBO Rate Loans having an Interest Period to be applicable theretoof other than one, which shall be a period contemplated by two, three or six months in duration as provided in the definition of the term “Interest Period”; ,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the location requested Interest Period is available to them and account number (B) not later than 12:00 p.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar LIBO Rate Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. Section 2.04. [Reserved].

Appears in 1 contract

Samples: First Lien Credit Agreement (Shift4 Payments, Inc.)

Requests for Borrowings. To request a Revolving Borrowing, a Tranche B Term Borrowing or a Tranche C Term Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime (or if the request is delivered in London, 11:00 a.m., London time), three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and (x) signed by an Authorized Officer the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Parent Borrower by prior written notice to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Eurocurrency Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the relevant Borrower's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.6; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR BorrowingBorrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurodollar Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. To request a Revolving Facility Borrowing and/or a Term Borrowing, the Borrower or the applicable Co-Borrower shall notify the Administrative Agent of such request by telephone in writing (a) in the case of a Eurodollar SOFR Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.10:00 a.m. Local Time, New York City time, one on the Business Day before the date of the proposed Borrowing; provided provided, that (i) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an LC L/C Disbursement as contemplated by Section 2.06(e2.05(e) may be given not later than 10:00 a.m.12:00 noon, New York City timeLocal Time, on the date of the proposed Borrowing, (ii) to request a SOFR Borrowing on the Thirteenth Incremental Assumption and any notice Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the Administrative Agent of a Swingline Loan such request in writing no later than 12:00 noon, Local Time, one U.S. Government Securities Business Day prior to the Thirteenth Incremental Assumption and Amendment Agreement Effective Date and (iii) to request an ABR Borrowing on the Thirteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall be made notify the Administrative Agent of such request in accordance with Section 2.05(b)writing no later than 12:00 noon, Local Time, one Business Day prior to the Thirteenth Incremental Assumption and Amendment Agreement Effective Date. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrowerirrevocable. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such request by telephone (a) by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Local Time, three (3) Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in dollarsDollars) or by irrevocable written notice (via a written Borrowing Request in a form approved by the Administrative Agent and signed by such Borrower, or the Company on its behalf) not later than four (4) Business Days (in the case of a Eurodollar Eurocurrency Borrowing denominated in a Foreign Currency), in each case before the date of the proposed Borrowing or (b) by telephone in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 11:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized Officer the applicable Borrower, or the Company on behalf of the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Credit Agreement (Coach Inc)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone submitting a Borrowing Request (a) in the case of a Eurodollar EurodollarTerm Benchmark Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.1:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.1:00 p.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrowera Responsible Officer. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate principal amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar EurodollarTerm Benchmark Borrowing and whether such Borrowing is a Revolving Borrowing or a Term A-3 Borrowing; (iv) in the case of a Eurodollar EurodollarTerm Benchmark Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar EurodollarTerm Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar LIBOR Borrowing denominated in US Dollars, not later than 12:00 noon, New York City time, three Business Days before the date of the proposed Borrowing, (b) in the case of a LIBOR Borrowing denominated in an Alternative Currency or a EURIBOR Borrowing, not later than 11:00 a.m.12:00 noon, New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or and (bc) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m.12:00 noon, New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly made by hand delivery delivery, e-mail or telecopy fax to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by an Authorized a Financial Officer of the Borrower (or, in the case of any Borrowing denominated in US Dollars, by telephone notification, confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by a Financial Officer of the Borrower); provided that a Borrowing Request for a Borrowing in respect of the Ixia Acquisition, or in connection with any other acquisition or other transaction permitted under this Agreement, may be conditioned on the closing of the Ixia Acquisition or such other acquisition or other transaction, as applicable, in which case such Borrowing Request may be revoked by the Borrower (by notice to the Administrative Agent at any time prior to 12:00 noon, New York City time, on the day of the proposed Borrowing), such revocation to be subject to Section 2.16 in the case of a Borrowing Request for a LIBOR Borrowing. Each such telephonic and or written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Amended and Restated Credit Agreement (Keysight Technologies, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar BorrowingLoan, not later than 11:00 a.m.12:00 noon, New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing Loans or (b) in the case of an ABR Borrowinga Prime Loan, not later than 11:00 a.m.12:00 noon, New York City time, one three Business Day Days before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in substantially the form of the Initial Funding Disbursement Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing a Prime Loan or a Eurodollar BorrowingLoan; (iv) in the case of a Eurodollar BorrowingLoan, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; (v) the amount of the then current total Exposures (without regard to the requested Loan) and the PRO FORMA total Exposures (giving effect to the requested Borrowing); and (vi) the location and number of the Borrower's account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.072.05. If no election as to the Type of Borrowing Loan is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing Loan shall be an ABR Borrowinga Prime Loan. If no Interest Period is specified with respect to any requested Eurodollar BorrowingLoan, then the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. Each Borrowing Request shall constitute a representation that the amount of the requested Borrowing shall not cause the total Exposures to exceed the then-effective Commitments. Promptly following receipt of a Borrowing Request in accordance with this SectionSection 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s 's Loan to be made as part of the requested BorrowingLoan.

Appears in 1 contract

Samples: Credit Agreement (National Coal Corp)

Requests for Borrowings. To Except with respect to Terms Loans to be deemed made on the Effective Date pursuant to Section 2.01(a), to request a Borrowing, the Borrower Borrowers shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the each Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. 34 If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: Term Loan Agreement

Requests for Borrowings. To request a BorrowingBorrowing of Loans, other than Swingline Loans (which shall be made in accordance with Section 2.05), the Borrower shall notify the Administrative Agent of such request by telephone delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request (or telephonic notice promptly confirmed thereafter by delivery of a written Borrowing Request) signed by the Borrower to the Administrative Agent (a) in the case of a Eurodollar Eurocurrency Borrowing or Term SOFR Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or one Business Day before the date of the proposed Borrowing, in the case of any Eurocurrency Borrowing to be made on the Closing Date (or, in the case of Eurocurrency Borrowings denominated in Euros, two Business Days before the date of the proposed Closing Date Borrowing, in the case of any RC Facility Borrowing, or prior to 10:00 a.m. New York City time one Business Day before the proposed Closing Date Borrowing, in the case of the Initial Term Loans funded on the Closing Date)), (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one on the date of the proposed Borrowing (or, in the case of (a) and (b), such later time as the Administrative Agent may agree in its sole discretion) or (c) in the case of a Daily Simple SOFR Borrowing denominated in Dollars, not later than 11:00 a.m., New York City time, five U.S. Government Securities Business Day Days before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand upon delivery or telecopy to the Administrative Agent of a written (provided that any Borrowing Request and signed by an Authorized Officer (x) in connection with a Borrowing to be made on the Closing Date may be conditioned on the closing of the Borrower. Each Acquisition, (y) to be made in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such telephonic acquisition, Investment or repayment, redemption or refinancing of such Indebtedness and written Borrowing Request (z) in respect of any Refinancing Amendment or Incremental Facility Amendment may be delivered in accordance with the terms thereof) and shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then(other than, in the case of a Borrowing denominated in dollarsclause (viii) below, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, pertaining to Borrowings on the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.Closing Date):

Appears in 1 contract

Samples: First Lien Credit Agreement (Clarios International Inc.)

Requests for Borrowings. To request a Borrowing, the applicable Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Term Rate Borrowing denominated in US Dollars, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing (or, in the case of any Term Rate Borrowing denominated in US Dollars to be made on the Closing Date, such shorter period of time as may be agreed to by the Administrative Agent), (b) in the case of a Daily Rate Borrowing, not later than 11:00 a.m., New York City timeLocal Timetime, three (3) Business Days (or four (4) Business Days in the case of a Eurodollar Borrowing denominated in dollarsSpecial Notice Currency) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing, (c) in the case of a Term Rate Borrowing denominated in an Alternative Currency, not later than 11:00 a.m., New York City time, four (4) Business Days (or five (5) Business Days in the case of a Special Notice Currency) before the date of the proposed Borrowing, or (bd) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided, that, if such Borrower wishes to request Term Rate Loans having an Interest Period other than 1, 3 or 6 months in duration as provided that any such in the definition of “Interest Period” (other than in the case of the Non-Standard Interest Period), the applicable notice of an ABR Revolving Borrowing to finance must be received by the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given Administrative Agent not later than 10:00 11:00 a.m., New York City time, on (w) four (4) Business Days prior to the requested date of such Term Rate Borrowing denominated in US Dollars, or (x) five (5) Business Days (or six (6) Business Days in the proposed Borrowing, and any notice case of a Swingline Loan Special Notice Currency) prior to the requested date of such Term Rate Borrowing denominated in an Alternative Currency, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them and, not later than 11:00 a.m., New York City time, (y) three (3) Business Days before the requested date of such Term Rate Borrowing denominated in US Dollars, or (z) four (4) Business Days (or five (5) Business Days in the case of a Special Notice Currency) prior to the requested date of such Term Rate Borrowing denominated in an Alternative Currency, the Administrative Agent shall notify such Borrower (which notice may be made in accordance with Section 2.05(b)by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each such telephonic Borrowing Request request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the applicable Borrower. Each such telephonic request and written Borrowing Request shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.:

Appears in 1 contract

Samples: Revolving Credit Agreement (CDK Global, Inc.)

Requests for Borrowings. (a) To request a any Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (ai) in the case of a Borrowing of Eurodollar BorrowingRate Loans, not later than 11:00 a.m., New York City timeLocal Time, 10:00 a.m. three (3) Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice , or (ii) in the case of an ABR Revolving a Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given Base Rate Loans, not later than 10:00 a.m., New York City time, a.m. on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: this paragraph (a): (A) the aggregate principal amount of the requested Borrowing, and whether such which shall be in a minimum aggregate principal amount of $100,000 or any multiple of $50,000 in excess thereof; (B) the requested Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such BorrowingDate, which shall be a Business Day; ny-11773361177179 (C) whether such the Borrowing is to be an ABR Borrowing comprised of Eurodollar Rate Loans or a Eurodollar BorrowingBase Rate Loans; and (D) in the case of a Eurodollar BorrowingRate Loan, the Agreed Currency and duration of the initial Interest Period to be applicable theretoto such Eurodollar Rate Loan. If the Borrowing Request shall fail to specify the duration of the Interest Period for any Eurodollar Rate Loan which is part of any Borrowing, which such Interest Period shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a If the Borrowing Request in accordance with this Sectionshall fail to specify the Type of the Borrowing, the Administrative Agent Borrowing shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part a Base Rate Loan. During the continuation of any Event of Default, the Borrower may not elect to have any Loan made as a Eurodollar Rate Loan without the consent of the requested Required Lenders. After giving effect to any Borrowing, there shall not be more than six (6) different Interest Periods in effect in respect of all Loans which are Eurodollar Rate Loans.

Appears in 1 contract

Samples: Credit Agreement (Nextera Enterprises Inc)

Requests for Borrowings. To request a (a) Each Borrowing, each conversion of Loans from one Type to the Borrower other, and each continuation of Eurocurrency Loans shall notify be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone; provided, however, that any such notice of the Specified Borrowing may be subject to and conditioned upon the occurrence of the Verafin Acquisition Closing Date. Each such notice must be received by the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollarsi) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m.12:00 noon, New York City time, one three (3) Business Day before Days (or, in the case of the Specified Borrowing, 4:00 p.m., New York City time, three (3) Business Days) prior to the requested date of any Borrowing or continuation of Eurocurrency Loans denominated in Dollars or any conversion of ABR Loans to Eurocurrency Loans, (ii) 12:00 noon, New York City time, four (4) Business Days prior to the proposed Borrowing; provided that requested date of any such notice Borrowing or continuation of Eurocurrency Loans denominated in an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(eAlternative Currency, (iii) may be given not later than 10:00 11:00 a.m., New York City time, on the requested date of any Borrowing of ABR Loans under the proposed Revolving A Facility, (iv) 3:00 p.m., New York City time, on the requested date of any Borrowing of ABR Loans under the Revolving B Facility (provided that any notice provided after 3:00 p.m., New York City time, on any day will be deemed to have been provided at 8:00 a.m., New York City time on the next Business Day); provided, however, that if the Borrower wishes to request Eurocurrency Loans (other than Eurocurrency Loans, if any, made on the Closing Date) 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 the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and any 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 (which notice of a Swingline Loan Borrowing shall may be made in accordance with Section 2.05(b)by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each such telephonic Borrowing Request shall be irrevocable and shall notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic and written Borrowing of, conversion to or continuation of Eurocurrency Loans shall be in an amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Except as provided in Section 2.05, each Borrowing of or conversion to ABR Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request (whether telephonic or written) shall specify (i) whether the following information in compliance with Section 2.02: Borrower is requesting a Borrowing of Revolving Loans, a conversion of Revolving Loans from one Type to the aggregate amount other, or a continuation of Eurocurrency Loans, (ii) the requested date of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing conversion or a Term Loan Borrowing; continuation, as the date of such Borrowing, case may be (which shall be a Business Day; ny-11773361177179 whether such ), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the currency in which the Loans to be borrowed are to be denominated, (v) the Type of Loans to be borrowed or to which existing Revolving Loans are to be converted and (vi) if applicable, the duration of the Interest Period with respect thereto, (vii) under which Facility the Borrowing is to be made (or whether the aggregate amount of the Loans requested should be divided between the Facilities on a pro rata basis). If the Borrower fails to specify a Type of Loan in a Borrowing Request or fails to give a timely notice requesting a conversion or continuation, then the applicable Revolving Loans shall be made as, or converted to, ABR Loans (unless the Loan being made or continued is denominated in an ABR Borrowing Alternative Currency, in which case it shall be made or continued as a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Eurocurrency Loan with an Interest Period of one month). Any such automatic conversion to be applicable thereto, which ABR Loans shall be a period contemplated by the definition effective as of the term “last day of the Interest Period”; and Period then in effect with respect to the location and account number applicable Eurocurrency Loans. If the Borrower requests a Borrowing of, conversion to, or continuation of Eurocurrency Loans in any such Borrowing Request, but fails to which funds are specify an Interest Period (or fails to give a timely notice requesting a continuation of Eurocurrency Loans denominated in an Alternative Currency), it will be disbursed, which shall comply with the requirements deemed to have specified an Interest Period of Section 2.07one (1) month. If no election as to the Type of Borrowing currency is specified, then, specified in the case of a Borrowing denominated in dollarsRequest, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested BorrowingDollars.

Appears in 1 contract

Samples: Credit Agreement (Nasdaq, Inc.)

Requests for Borrowings. To request a Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of Term SOFR Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent, which may be given by a Borrowing Request or an Interest Election Request, as applicable (provided that any notice in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the occurrence of the Closing Date, (y) to be made in connection with any acquisition, investment or repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted repayment or redemption of Indebtedness or (z) for any other purpose to which the Administrative Agent of may consent (such request by telephone (a) in the case of a Eurodollar Borrowing, consent not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) to be unreasonably withheld or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currencydelayed), before may be conditioned on the date occurrence of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(brelevant event). Each such telephonic notice must be in the form of a Borrowing Request shall or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the Borrower and must be irrevocable and shall be confirmed promptly received by the Administrative Agent (by hand delivery or telecopy other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 12:00 p.m. two Business Days prior to the requested day of any Borrowing of, conversion to or continuation of Term SOFR Loans and (ii) 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request Term SOFR Loans having an Interest Period other than one, three or six months in duration, (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 12:00 p.m. three Business Days prior to the requested date of the relevant Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request, (B) the relevant requested Interest Period shall be deemed to be available to each appropriate Lender unless such Lender has delivered written notice to the Administrative Agent of a written Borrowing Request indicating that such Interest Period is not available to such Lender within one Business Day following the date on which the notice described in clause (A) above is posted by the Administrative Agent and signed by an Authorized Officer (C) not later than 12:00 p.m. two Business Days before the requested date of the Borrower. Each such telephonic and written Borrowing Request relevant Borrowing, conversion or continuation, the Administrative Agent shall specify notify the following information in compliance with Section 2.02: the aggregate amount of Borrower whether or not the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period is available to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any Term SOFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (First Watch Restaurant Group, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower Representative shall notify the Administrative Agent of such request in writing in a form approved by telephone the Administrative Agent and signed by the Borrower Representative not later than (a) in the case of a Eurodollar Term SOFR Borrowing, not later than 11:00 a.m.1:00 p.m., New York City timeLocal Timetime, three (3) U.S. Government Securities Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing (or, in respect of the FILO Loans, such shorter period as the Administrative Agent may agree) or (b) in the case of an ABR Borrowing (other than a Swingline Borrowing), not later than 11:00 a.m.1:00 p.m., New York City time, one Business Day before on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the such proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery delivery, facsimile, or telecopy emailed pdf to the Administrative Agent of a written Borrowing Request and signed by an Authorized Officer of the BorrowerBorrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) the name of the applicable Borrower(s) and whether such Borrowing is a U.S. Borrowing or Canadian Borrowing; (ii) the aggregate amount of the requested Borrowing, Borrowing and whether a breakdown of the separate wires comprising such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether (iv) the Type of such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (v) in the case of a Eurodollar Term SOFR Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and .” Any Borrowing Request that shall fail to specify any of the location and account number to which funds are to information required by the preceding provisions of this paragraph may be disbursed, which rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall comply with the requirements of Section 2.07. If no election as give written or telephonic notice thereof to the Type Borrower Representative and, if so rejected, will be of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s durationforce or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such LenderXxxxxx’s Loan to be made as part of the requested Borrowing.. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Designer Brands Inc.)

Requests for Borrowings. To request a Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of Adjusted Eurocurrency Rate Loans shall be made upon irrevocable notice by the Borrower shall notify to the Administrative Agent (provided that notices in respect of such request by telephone Term Loan Borrowings and/or the Revolving Loan Borrowing (ax) in to be made on the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in Closing Date may be conditioned on the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date closing of the proposed Borrowing or Closing Date Merger and (by) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance connection with Section 2.05(bany permitted acquisition, permitted Investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such permitted acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such telephonic Borrowing Request shall notice must be irrevocable and shall be confirmed promptly by hand delivery or telecopy to in in the Administrative Agent form of a written Borrowing Request Request, appropriately completed and signed by an Authorized a Responsible Officer of the Borrower. Each such telephonic Borrower and written Borrowing Request shall specify must be received by the following information in compliance with Section 2.02: the aggregate amount of Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m. (i) three Business Days prior to the requested Borrowingday of any Borrowing of, conversion to or continuation of Adjusted Eurocurrency Rate Loans and whether (ii) one Business Day prior to the requested day of any Borrowing of or conversion to ABR Loans or, in each case, such Borrowing later time as is a Revolving Borrowing or a Term Loan Borrowingreasonably acceptable to the Administrative Agent); provided, however, that if the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is Borrower wishes to be request Adjusted Eurocurrency Rate Loans having an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable theretoof other than one, which shall be a period contemplated by two, three or six months in duration as provided in the definition of the term “Interest Period”; ,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 12:00 p.m. five Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the location requested Interest Period is available to them and account number (B) the Administrative Agent shall promptly notify the Borrower whether or not the requested Interest Period is available to which funds are to be disbursed, which shall comply with the requirements of Section 2.07appropriate Lenders. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Adjusted Eurocurrency Rate Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any Adjusted Eurocurrency Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (First Watch Restaurant Group, Inc.)

Requests for Borrowings. To request a Borrowing, the Borrower Representative shall notify the Administrative Agent of such request by telephone submitting a Borrowing Notice (delivered by hand or facsimile) signed by the Borrower Representative (a) in the case of a Eurodollar Eurocurrency Borrowing, not later than 11:00 a.m.noon, New York City timeLocal Local Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), before the date of the proposed Borrowing or (b) in the case of an ABR a CBFR Borrowing, not later than 11:00 a.m.noon, New York City timeLocal Time, one Business Day before on the date of the proposed Borrowing; provided provided, that with respect to any Eurocurrency Borrowing proposed to be made on the Effective Date, the Administrative Agent shall not later than noon, Local Time, three Business Days prior to the Effective Date have received a Borrowing Notice and a funding indemnity side letter by each Borrower requesting such Borrowing for the benefit of the Administrative Agent and each Lender reasonably satisfactory to the Administrative Agent, and in case such notice and side letter are not so received by such time, the Borrower shall be deemed to have requested the USD Equivalent of CBFR Loans denominated in dollars in lieu of such Eurocurrency Loans; and provided, further, that any such notice of an ABR a CBFR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 9:00 a.m., New York City Chicago time, on the date of the proposed Borrowing, and any notice of a Swingline Loan Borrowing shall be made in accordance with Section 2.05(b). Each such telephonic Borrowing Request Notice shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy facsimile to the Administrative Agent of a written Borrowing Request and Notice signed by an Authorized Officer of the BorrowerBorrower Representative. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.02: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.2.01:

Appears in 1 contract

Samples: Credit Agreement (Libbey Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.