Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made. A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor. B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above. C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Credit Agreement (Us Legal Support Inc), Credit Agreement (Us Legal Support Inc)
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a ------------------- notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day not more often than three prior to the date of the proposed Borrowing in the case of a Borrowing consisting of LIBO Rate Loans or (3y) times per week and Advances 11:00 A.M. (New York City time) on the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof by telecopier or telex. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed promptly in increments writing, or ------------------- telecopier or telex in substantially the form of not less than $50,000.00Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of LIBO Rate Loans, initial Interest Period for each such Loan. The Each Bank is entitled shall, before 1:00 P.M. (New York City time) on the date of such Borrowing make available for the account of its Applicable Lending Office to rely the Agent at the Agent's Account, in same day funds, such Bank's ratable portion of such Borrowing. After the Agent's receipt of such funds and act upon requests made or purportedly made by a Responsible Officer fulfillment of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingthe applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at the Agent's address referred to in Section 10.2.
(b) Anything in subsection (a) above to the contrary notwithstanding, (i) the authenticity and validity Borrower may not select LIBO Rate Loans for any Borrowing if the aggregate amount of any such transaction so acted upon by Borrowing is less than $5,000,000 or if the Bank once obligation of the Bank has made an Advance and has deposited Banks to make LIBO Rate Loans shall then be suspended pursuant to Section 4.2, 4.3 or transferred such funds as requested in any such Notice of Revolving Credit Advance, 4.6 and (ii) the Borrowers' liability and responsibility thereforLIBO Rate Loans may not be outstanding as part of more than eight separate Borrowings.
B. Each Notice (c) Unless the Agent shall have received notice from a Bank prior to the time of Revolving Credit Advance shall be irrevocable and binding 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 Borrowersdate of such Borrowing in accordance with subsection (a) of this Section 3.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. The Borrowers covenant 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 assume liability repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for and each day from the date such amount is made available to protectthe Borrower until the date such amount is repaid to the Agent, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, at (i) any action in the case of the Bank pursuant Borrower, the interest rate applicable at the time to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, Loans comprising such Borrowing and (ii) in the breach case of such Bank, the Federal Funds Rate. If such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such Borrowing for purposes of this Agreement.
(d) The failure of any provisions Bank to make the Loan to be made by it as part of this Fourth Restated Agreement by any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which date of such Borrowing, but no Bank shall not be earlier than responsible for the Business Day a Borrowing is requested on a Base Rate failure of any other Bank to make the Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received to be made by the such other Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advanceany Borrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Senior Revolving Loan Agreement (Consol Energy Inc), Senior Revolving Loan Agreement (Consol Energy Inc)
Borrowing Procedure. The It is contemplated that the Borrowers will maintain request, ------------------- (i) an Advance of the Term E Committed Sum of up to $6,000,000.00 to pay a bank account portion of the acquisition price for the Assets being purchased pursuant to the EDP Asset Purchase Agreement, (ii) an Advance of the ------------------- "Funding Account"Term E Committed Sum of up to $1,350,000.00 to pay a portion of the acquisition price for the Stock being acquired pursuant to the ▇▇▇▇▇▇ House Stock Purchase Agreement, and (iii) an Advance of the Term E Committed Sum of up to $100,000.00 to pay the Facility Fees due as of the Effective Date of this Fourth Restated Agreement and transaction costs incurred by the Borrowers in connection with the purchase of the Assets of EDP, the stock of ▇▇▇▇▇▇ and this Fourth Restated Agreement. Upon the making of a Term Loan Advance, the Borrowers must perfect in the Bank into which account a valid first priority lien on all Advances on Collateral, including the Revolving Credit Loans will be madeAssets being acquired and the Assets of the entities whose stock is being acquired.
A. Advances on the Revolving Credit Term Loans shall be made pursuant to a Notice of Revolving Credit Term Loan Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date Borrowing Date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRAthe Borrowers. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited deposited, transferred or transferred paid such funds as requested in any such Notice of Revolving Credit Term Loan Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Term Loan Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit LoansTerm Loan Advance, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; the Borrowers, or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Credit Agreement (Us Legal Support Inc), Credit Agreement (Us Legal Support Inc)
Borrowing Procedure. (a) The Borrowers will maintain a bank account Borrower shall give the Lender notice by means of an Advance Request Form of each requested Advance at least one (1) Business Day before the ------------------- "Funding Account") with requested date of each LIBOR Advance or Cost of Funds Advance, or, no later than the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice date of Revolving Credit Advance signed by a Responsible Officer of LRAany requested Prime Rate Advance, which is authorized by all other Borrowers to do so, in each case specifying, : (i) the aggregate amount of the Borrowing, and (iia) the requested date of the Borrowing. Each Borrowing such Advance (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingDay), (ib) the authenticity and validity amount of any such transaction so acted upon by Advance, (c) the Bank once Type of the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (iid) in the Borrowers' liability case of a LIBOR Advance or Cost of Funds Advance, the duration of the Interest Period for such Advance. The Lender at its option may accept telephonic Advance requests by an Authorized Officer who provides the Lender with the Security Code, provided that such acceptance shall not constitute a waiver of the Lender's right to delivery of an Advance Request Form in connection with subsequent Advances. Any telephonic request for an Advance by the Borrower shall be promptly confirmed by submission of a properly completed Advance Request Form to the Lender. Each LIBOR or Cost of Funds Advance shall be in a minimum principal amount of $500,000 and responsibility therefor.
B. Each Notice each Prime Rate Advance shall be in a minimum principal amount of Revolving Credit $100,000. Subject to the terms and conditions of this Agreement, each Advance shall be made available to the Borrower by depositing the same, in immediately available funds, in an account of the Borrower maintained with the Lender at the principal office designated by the Borrower. All notices under this Section shall be irrevocable and binding shall be given not later than 2:00 P.M. Dallas, Texas time on the Borrowersday which is not less than the number of Business Days specified above for such notice.
(b) Within the limitations set forth above, and upon such terms and conditions as the Borrower and the Lender may agree from time to time, the Lender will, at the request of the Borrower, make Revolving Loans denominated in Deutsche Marks, up to the equivalent (in the aggregate as to all such outstanding denominated Loans) of U.S. $1,500,000. Such Loans must be repaid in Deutsche Marks at the office designated by the Lender. The Borrowers covenant Borrower will immediately reimburse the Lender for any loss of yield and agree foreign exchange losses (and will pay such prepayment penalty as the Lender establishes) for any prepayment of such Deutsche Mark ▇▇▇ns paid prior to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) abovestated maturity.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Revolving Credit Loan Agreement (Thomas Group Inc), Revolving Credit Loan Agreement (Thomas Group Inc)
Borrowing Procedure. The In the case of (i) Loans (other than Swingline Loans and Euro Term Loans), by delivering a Borrowing Request to the Administrative Agent on or before 12:00 noon on a Business Day, the Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances may from time to time irrevocably request, on the Revolving Credit proposed date of the Borrowing in the case of Base Rate Loans, or on three Business Days’ notice in the case of Eurocurrency Loans will denominated in Dollars, or on no less than five Business Days’, in the case of Alternate Currency Loans, that a Borrowing be made.
A. Advances on , in the Revolving Credit Loans case of Eurocurrency Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $1,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $1,000,000 and an integral multiple of $100,000 or, in either case, in the unused amount of the applicable Commitment. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) on the aggregate amount of Business Day and in the Borrowing, Currency specified in such Borrowing Request and (ii) Euro Term Loans, by delivering a Borrowing Request to the requested date of Administrative Agent on or before 12:00 noon, on no less than five Business Days’ notice, the Borrowing. Each Borrowing shall Borrower may irrevocably request that Euro Term Loans be made as EURIBOR Loans. In the case of Loans (other than Swingline Loans), on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) on such Business Day each Lender that has a Commitment to make the Bank shall, on Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender’s Revolving Loan Percentage of the requested Borrowing. Such deposit will be made to the applicable account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the account such Borrower shall have specified in its Borrowing Date which Request. No Lender’s obligation to make any Loan shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified affected by LRA and deliver same as directed by LRAany other Lender’s failure to make any Loan.
Appears in 2 contracts
Sources: Credit Agreement (Ferro Corp), Credit Agreement (Ferro Corp)
Borrowing Procedure. The Borrowers will maintain a bank account (a) Whenever the ------------------- "Funding Account") with Company desires to borrow hereunder, it shall deliver irrevocable telephonic notice to the Bank into which account all Advances on Administrative Agent followed immediately by written notice in the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to form of a Notice of Revolving Credit Advance signed by a Responsible Officer of LRABorrowing, which is authorized telephonic notice must be received by all other Borrowers to do so, specifying, the Administrative Agent no later than (i) 8:00 a.m. (California time) on the aggregate amount proposed Funding Date in the case of the Borrowing, Base Rate Loans and (ii) 9:00 a.m. (California time) three Business Days in advance of the proposed Funding Date in the case of Eurodollar Rate Loans, specifying (A) the proposed Funding Date which shall be a Business Day, (B) the amount of the proposed borrowing, (C) whether the proposed borrowing shall consist of Base Rate Loans or Eurodollar Rate Loans, and (D) in the case of Eurodollar Rate Loans, the requested date of the BorrowingInterest Period. Each Borrowing shall be Base Rate Loans made on a Business Day not more often than three (3) times per week and Advances any Funding Date shall be in increments an aggregate minimum amount of not less than $50,000.001,000,000 and integral multiples of $500,000 in excess of that amount. The Bank is entitled to rely and act upon requests Eurodollar Rate Loans made or purportedly made by a Responsible Officer of LRA. The Borrowers on any Funding Date shall be unconditionally in an aggregate minimum amount of $5,000,000 and absolutely estopped from denying, integral multiples of $500,000 in excess of that amount.
(ib) the authenticity Promptly (and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice event within two hours) after receipt of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance Borrowing (or any other request for telephone notice in lieu thereof), the Administrative Agent shall notify each Lender of the proposed borrowing. Each Lender shall make available to the Administrative Agent its Pro Rata Share of the amount (if any) by which the principal amount of the proposed borrowing exceeds the principal amount of the Loans (if any) maturing on the Funding Date, in same day funds, by remitting such funds to the Administrative Agent’s Office no later than 11:00 a.m. (California time) on the Funding Date. Upon satisfaction of the conditions set forth in Section 4.02, the Administrative Agent shall make available to the Company on such Funding Date the aggregate of the amounts (if any) so made available by the Lenders by causing an Advance under the Revolving Credit Loans, amount of same day funds equal to such aggregate amount (iiif any) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in Administrative Agent to be credited to the manner provided hereinaccount of the Company at the Administrative Agent’s Office. To the extent that Eurodollar Rate Loans made by the Lenders mature on any Funding Date, the Bank will deposit Lenders shall apply the Advance in immediately available funds in proceeds of the Loans made on such Funding Account on Date, to the requested Borrowing Date which shall not extent thereof, to the repayment of such maturing Loans, such Loans and repayments intended to be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advancecontemporaneous exchange.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Credit Agreement (Mattel Inc /De/), Credit Agreement (Mattel Inc /De/)
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on notice given by the Borrower to the Administrative Agent (i) not later than 11:00 a.m. on the requested date of such Borrowing, in the case of a Business Day Borrowing of ABR Loans or (ii) not more often later than 11:00 a.m. three (3) times per week and Advances Business Days prior to the requested date of such Borrowing, in the case of a Eurodollar Borrowing; provided that such notice may be delivered as provided in Section 3.01(a)(xi) in the case of any Borrowing on the Closing Date. Each such notice shall be in increments substantially the form of Exhibit J (a “Notice of Borrowing”), specifying (A) the date of such proposed Borrowing, which shall be a Business Day, (B) the aggregate amount of such proposed Borrowing, (C) whether any portion of the proposed Borrowing will be of ABR Loans or Eurodollar Loans, (D) the initial Interest Period or Interest Periods for any Eurodollar Loans and (E) the Class of such proposed Borrowing. The Loans shall be made as ABR Loans, unless, subject to Section 2.05, the Notice of Borrowing specifies that all or a portion thereof shall be Eurodollar Loans. Each Borrowing shall be in an aggregate amount of not less than $50,000.00500,000 or an integral multiple of $100,000 in excess thereof.
(b) The Administrative Agent shall give to each Appropriate Lender prompt notice of the Administrative Agent’s receipt of a Notice of Borrowing and, if Eurodollar Loans are properly requested in such Notice of Borrowing, the applicable interest rate determined pursuant to Section 2.05. The Bank is entitled Each Lender shall, before 2:00 p.m. on the date of the proposed Borrowing, make available to rely and act upon requests made the Administrative Agent at its address referred to in Section 9.01(B), in Same Day Funds in the applicable currency, such Lender’s Ratable Portion of such proposed Borrowing. Upon fulfillment (or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, due waiver in accordance with Section 9.01) (i) on the authenticity and validity Closing Date, of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested applicable conditions set forth in any such Notice of Revolving Credit Advance, Section 3.01 and (ii) at any time (including the Borrowers' liability and responsibility thereforClosing Date), of the applicable conditions set forth in Section 3.02, and, subject to clause (c) below, after the Administrative Agent’s receipt of such funds, the Administrative Agent shall make such funds available to the Borrower as promptly as reasonably practicable.
B. Each Notice (c) Unless the Administrative Agent shall have received notice from a Lender prior to the date of Revolving Credit Advance shall be irrevocable and binding any proposed Borrowing that such Lender will not make available to the Administrative Agent such Lender’s Ratable Portion of such Borrowing (or any portion thereof), the Administrative Agent may assume that such Lender has made such Ratable Portion available to the Administrative Agent on the Borrowersdate of such Borrowing in accordance with this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. The Borrowers covenant and agree to assume liability for If and to protectthe extent that such Lender shall not have so made such Ratable Portion available to the Administrative Agent, indemnify such Lender and save the Bank harmless Borrower severally agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from any and all liabilitiesthe date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, at (i) any action in the case of the Bank pursuant Borrower, the interest rate applicable at the time to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, Loans comprising such Borrowing and (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereincase of such Lender, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Federal Funds Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than for the first Business Day after a and thereafter at the interest rate applicable at the time to the Loans comprising such Borrowing. If such Lender shall repay to the Administrative Agent such corresponding amount, such corresponding amount so repaid shall constitute such Lender’s Loan as part of such Borrowing is requested for purposes of this Agreement. If the Borrower shall repay to the Administrative Agent such corresponding amount, such payment shall not relieve such Lender of any obligation it may have hereunder to the Borrower.
(d) The failure of any Defaulting Lender to make on a Base Rate the date specified any Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified any payment required by it, including any payment in a Notice respect of Revolving Credit Advance.
D. If the Bank shall receive an Application for its participation in Swing Loans and Letter of Credit in Obligations, shall not relieve any other Lender of its obligations to make such Loan or payment on such date but, except to the manner extent otherwise provided herein before 2:00 p.m. herein, no such other Lender shall be responsible for the failure of any Defaulting Lender to make a Loan or payment required under this Agreement.
(Houstone) After giving effect to all Borrowings, Texas time) all conversions of Loans from one Type to the Bank shallother, on and all continuations of Loans as the requested Borrowing Date which same Type, there shall not be earlier more than ten (10) Interest Periods in effect unless otherwise agreed between the second Business Day Borrower and the Administrative Agent; provided that after receiptthe establishment of any new Class of Loans pursuant to an Extension Amendment, issue the Letter number of Credit as specified Interest Periods otherwise permitted by LRA and deliver same as directed this Section 2.02(e) shall increase by LRAthree (3) Interest Periods for each applicable Class so established.
Appears in 2 contracts
Sources: Abl Credit Agreement (Mattress Firm Group Inc.), Abl Credit Agreement (Mattress Firm Group Inc.)
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, Upon (i) any Disbursements being made in respect of one or more Letters of Credit or (ii) the occurrence of any Maturity Date for any Acceptance (whether or not, in the case of Letters of Credit, such Letters of Credit were issued to support the obligations of any Borrower or any of their Subsidiaries (or any of their respective divisions) and in the case of Acceptances, whether or not such Acceptances were created to support the obligations of the Warnaco Sub Borrowers, the Sub Borrower, the U.S. Borrower or any of their Subsidiaries (or any of their respective divisions)), such Borrower shall (unless it shall have given notice to the Administrative Agent to the contrary prior to 3:00 p.m., Applicable Time, at least three Business Days prior to the date of such Disbursement or occurrence of such Maturity Date) be deemed to have delivered to the Administrative Agent a Borrowing Request pursuant to which such Borrower shall have been deemed to irrevocably request that the Fronting Bank make a LIBO Rate Loan to such Borrower with a six month Interest Period in a principal amount equal to the aggregate amount of (A) in the Borrowingcase of U.S. Letters of Credit, the Disbursements, and in the case of Non-U.S. Letters of Credit, the U.S. Dollar Equivalent of the Disbursements made on such date or (B) in the case of the U.S. Borrower, the Warnaco Sub Borrowers or the Sub Borrower, the aggregate face amount of those Acceptances having Maturity Dates on such date, as applicable. Each Borrower, as applicable, hereby acknowledges and agrees that each Borrowing Request deemed to be delivered hereunder, the making of a Loan by the Fronting Bank (a) to reimburse the Fronting Bank for Disbursements made under the Letters of Credit or (b) payment made on the Maturity Date of any Acceptance, and the acceptance by any Borrower of the proceeds of the Borrowing shall constitute a representation and warranty by the Borrowers that on the date of such Borrowing (both immediately before and after giving effect to such Borrowing and the application of the proceeds thereof) the statements made in Section 6.2.1 are in each case true and correct. Proceeds of such Loans shall be used to fund the Reimbursement Obligations in respect of (a) Letters of Credit under which one or more Disbursements were made and (b) as applicable, Acceptances which had Maturity Dates occurring, in each case, on the date of the Loan. Each of the parties hereto acknowledges and agrees that upon the satisfaction of the conditions precedent set forth in Section 6.1, the Existing Loans shall be deemed to be Loans made by the Fronting Bank on the Effective Date under the terms of this Agreement and shall thereafter accrue interest and fees pursuant to the terms hereof, and each Lender shall continue to participate in such Loans in an amount equal to such Lender's Percentage of the outstanding principal amount of the Existing Loans.
(b) In addition to the provisions of the making of Loans set forth in clause (a), above, by delivering a Borrowing Request to the Administrative Agent on or before 11:00 a.m., Applicable Time, on a Business Day, a Borrower may from time to time irrevocably request, on not less than three nor more than five Business Days' notice (in the case of LIBO Rate Loans) and on the date of such Borrowing (in the case of Base Rate Loans), that a Borrowing be made as other than a LIBO Rate Loan having a six month Interest Period or in an amount other than the full amount of Disbursements with respect to which such Loan is to be made. If any Borrower elects that a Borrowing be made as a LIBO Rate Loan having a one or three month Interest Period pursuant to this clause, then upon the expiration of such Interest Period such Borrower shall (unless it shall have given notice to the Administrative Agent to the contrary prior to 11:00 a.m., Applicable Time, at least three Business Days prior to the date of such Disbursement) be deemed to have delivered to the Administrative Agent a Continuation/Conversion Notice pursuant to which such Borrower shall have been deemed to irrevocably request that the Fronting Bank continue the outstanding LIBO Rate Loan as a LIBO Rate Loan with an Interest Period of (i) three months, in the case of the expiration of a three month Interest Period or Interest Periods which, in the aggregate, equal three months or (ii) five months, in the case of the expiration of a one month Interest Period, in each case in a principal amount equal to the amount of the LIBO Rate Loan with an Interest Period then expiring. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified (or deemed to be specified) in such Borrowing Request.
(c) The Fronting Bank may, at any time (whether or not a Default or Event of Default has occurred and is then continuing), in its sole and absolute discretion but subject to clause (a)(ii) of Section 2.1.3, demand that each other Lender make a Loan in an amount equal to such Lender's Percentage of the aggregate principal amount of all or a portion of the Loans outstanding on the date such demand is made, and may (in its sole discretion) elect which Loans (as among the Borrowers) are to be chosen as the Loans to be refunded by the Lenders. Each Lender (other than the Fronting Bank) irrevocably agrees that it shall (whether or not the conditions to the making of a Credit Extension contained in Article VI have been (or can be) satisfied) make such Loan by depositing the amount so demanded in same day funds in an account specified by the Fronting Bank on or before 11:00 a.m. New York City time on the first Business Day following receipt of such a demand. The Fronting Bank agrees to apply all such funds received by it under this clause to refund and refinance the Loans previously made by it to any Borrower, as identified in the demand that it delivers to the Lenders pursuant to this clause. On the date (a "Funding Date") that the Lenders (other than the Fronting Bank) advance funds to the Fronting Bank pursuant to this clause, the principal amount so refunded and refinanced shall become a Loan to the Borrower identified by the Fronting Bank outstanding under such Lender's Note to that particular Borrower and shall no longer be a Loan owed to the Fronting Bank under the Fronting Bank's Note to that particular Borrower. All interest payable with respect to any Loans made pursuant to this clause shall be appropriately adjusted to reflect the period of time during which such Loans were owing to the Fronting Bank and, on and subsequent to a Funding Date, such Loans were owing to the Lenders. The obligation of each Lender to make Loans by way of advancing immediately available funds to the Fronting Bank on a Funding Date to be applied to refund and refinance the Loans previously made by the Fronting Bank to the Borrowers (or any one of them) under this clause shall be absolute and unconditional and shall not be affected by any circumstance, including (i) any set-off, counterclaim, recoupment, defense or other right which any Lender may have against Scotiabank, the Borrowers or any other Person for any reason whatsoever; (ii) the requested date occurrence or continuance of any Default or the inability of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three Borrowers to otherwise satisfy the conditions precedent set forth in Article VI; (3iii) times per week and Advances shall be any adverse change in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made the condition (financial or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (iotherwise) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance Borrower or any other request for an Advance under the Revolving Credit Loans, Obligor; (iiiv) the acceleration or maturity of any Loans or other Obligations or the termination of any Commitment after the making of any Loan; (v) any breach of this Agreement or any provisions of this Fourth Restated Agreement other Loan Document by any Loan PartyBorrower, any other Obligor or any Lender; or (iiivi) any other circumstance, happening or event whatsoever, whether or not similar to any of the transfer of funds pursuant to (i) and/or (ii) aboveforegoing.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Credit Agreement (Warnaco Group Inc /De/), Credit Agreement (Warnaco Group Inc /De/)
Borrowing Procedure. The Borrowers will maintain In the case of Loans other than Swing Line Loans, by delivering a bank account (Borrowing Request to the ------------------- "Funding Account") with Administrative Agent not later than 2:00 p.m. on a Business Day, the Bank into which account Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of Eurodollar Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of either Eurodollar Rate Loans or Base Rate Loans, in a minimum amount of either $1,000,000 or the unused amount of the applicable Commitment; provided, however, that, subject to the Borrower's right to convert such Loans to Eurodollar Rate Loans pursuant to Section 2.4, all Advances of the Loans made on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Effective Date shall be made pursuant as Base Rate Loans; and provided, further, that prior to a Notice the earlier to occur of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (ia) the aggregate amount 60th day after the Effective Date and (b) the date on which the Administrative Agent reasonably determines that the primary syndication of the BorrowingLoans has been completed (with the Administrative Agent agreeing to promptly notify the Borrower of such determination) (the "Syndication Period"), no Loan may be made as, or converted into, a Eurodollar Rate Loan with an Interest Period in excess of one month (with all such Interest Periods ending on the same day during such period). On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, not later than 1:00 p.m. on such Business Day not more often than three (3) times per week and Advances each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall promptly make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made affected by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of Lender's failure to make any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) aboveLoan.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 2 contracts
Sources: Credit Agreement (Global Power Equipment Group Inc/), Assignment, Amendment and Restatement Agreement (Global Power Equipment Group Inc/)
Borrowing Procedure. The Borrowers will maintain (1) Any Authorized Officer of the Borrower may request a bank account Revolving Loan on behalf of the Borrower after the Effective Date and prior to the Termination Date in Dollars on any Business Day by giving the Agent telephonic, telex or facsimile notice (which notice shall be irrevocable once given and shall be promptly confirmed in writing if given telephonically) in the ------------------- form of Exhibit B attached hereto ("Funding AccountBorrowing Request") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans or such other form as shall be made pursuant acceptable to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the BorrowingAgent. Each Borrowing shall Request must be made received by the Agent prior to 10:00 A.M., Chicago time, on the proposed date of such Borrowing (which must be a Business Day not more often than Day) in the case of Floating Rate Loans and prior to 10:00 A.M., Chicago time, three (3) times per week and Advances shall Business Days prior to the proposed date of such Borrowing (which must be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas timeBusiness Day) in the manner provided hereincase of Eurodollar Loans and in each case shall specify (a) the principal amount of such Borrowing, (b) the proposed date of Borrowing (which must be a Business Day), (c) the Type of Borrowing and (d) in the case of a Eurodollar Rate Borrowing, the Bank will deposit initial Interest Period for such Borrowing. Promptly upon receipt of such Borrowing Request, the Advance Agent shall advise each Lender thereof. Not later than 11:00 A.M., Chicago time, on the date of a proposed Borrowing, each Lender shall provide the Agent at its principal office in Chicago with immediately available funds in an amount equal to such Lender's Percentage of the Funding Account principal amount of the proposed Borrowing specified in the Borrowing Request. Each Floating Rate Loan shall be in a principal amount of $500,000 or an integral multiple thereof; each Eurodollar Loan shall be in a principal amount of $1,000,000 or an integral multiple thereof. All Borrowings shall be pro rata among the Lenders in accordance with their respective Percentages. Not later than 1:00 P.M., Chicago time, on the requested proposed date of Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice the Borrowing Request, subject to the satisfaction of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) applicable conditions precedent set forth in the manner provided hereinArticle V hereof, the Bank will deposit Agent shall make the Advance in proceeds of each Revolving Loan available to the Borrower by causing an amount of immediately available funds in equal to the Funding Account on principal amount of such Revolving Loan to be credited to the requested Borrowing Date which shall not be earlier than account of the first Business Day after a Borrowing is requested on a Base Rate Loan or Borrower at BAI unless otherwise required pursuant to the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice terms of Revolving Credit Advancethis Agreement.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Secured Revolving Credit Agreement (Boston Chicken Inc)
Borrowing Procedure. The Borrowers will maintain Each Borrowing, each conversion of a bank account (Borrowing from one Type to the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans other, and each continuation of a Term SOFR Borrowing shall be made upon Borrower’s irrevocable notice to Administrative Agent, which may be given by telephone. Each such notice must be received by Administrative Agent not later than 11:00 a.m. (Dallas, Texas time) three U.S. Government Securities Business Days prior to the requested date of any Term SOFR Borrowing and on the requested date of any Base Rate Borrowing. Each telephonic notice by Borrower pursuant to this Section 2.01(b) must be confirmed promptly by delivery to Administrative Agent of a Notice of Revolving Credit Advance written Borrowing Request, appropriately completed and signed by a Responsible Officer of LRA▇▇▇▇▇▇▇▇. Each Borrowing of, which is authorized by all other Borrowers conversion to do soor continuation of a Term SOFR Borrowing shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Except as provided in Section 2.02(c) and Section 2.03(c), specifying, each Borrowing of or conversion to a Base Rate Borrowing shall be in a principal amount of $250,000 or a whole multiple of $50,000 in excess thereof; provided that a Base Rate Borrowing may be in an amount equal to the Revolving Credit Availability. Each Borrowing Request (whether telephonic or written) shall specify (i) the aggregate amount of the whether Borrower is requesting a Borrowing, and a conversion of Borrowings from one Type to the other, or a continuation of Borrowings, (ii) the requested date of the Borrowing. Each Borrowing , conversion or continuation, as the case may be (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingDay), (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer principal amount of funds pursuant Borrowings to be borrowed, converted or continued, (iiv) and/or the Type of Borrowings to be borrowed or to which existing Borrowings are to be converted, (iiv) above.
C. If a Notice if applicable, the duration of the Interest Period with respect thereto, and (vi) the amount of the then effective Borrowing Base, the amount of the then effective Aggregate Elected Commitment Amounts, the current total Revolving Credit Advance is received by Exposure of the Bank before 12:00 p.m. Lenders (Houstonwithout regard to the requested Borrowing) and the pro forma total Revolving Credit Exposure of the Lenders (giving effect to the requested Borrowing). If Borrower fails to specify a Type of Borrowing in a Borrowing Request or if Borrower fails to give a timely notice requesting a conversion or continuation, Texas timethen the applicable Borrowings shall be made as, or converted to, Base Rate Borrowings. Any such automatic conversion to Base Rate Borrowings shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Borrowings. If Borrower requests a Borrowing of, conversion to, or continuation of a Term SOFR Borrowing in any such Borrowing Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) in month. For the manner provided hereinavoidance of doubt, as of the Effective Date, the Bank will deposit the Advance in immediately only Type of Borrowings available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a to Borrower are Term SOFR Borrowings and Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowings.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Senior Secured Revolving Credit Agreement (Berry Corp (Bry))
Borrowing Procedure. The Borrowers will maintain a bank account Borrower shall give the Agent notice of each requested Advance, by means of an Advance Request Form, before 11:00 A.M., Boston, Massachusetts time (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on same Business Day as the Revolving Credit Loans shall be made pursuant to a Notice requested date of Revolving Credit each Alternate Base Rate Advance signed by a Responsible Officer and (b) at least three (3) Business Days before the requested date of LRA, which is authorized by all other Borrowers to do soeach Eurodollar Advance, specifying, : (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing such Advance (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit LoansDay), (ii) the breach amount of any provisions of this Fourth Restated Agreement by any Loan Party; or such Advance, (iii) the transfer Type of funds pursuant the Advance, and (iv) in the case of a Eurodollar Advance, the duration of the Interest Period for such Advance (which shall be one, two, three or six months in duration). The Agent at its option may accept telephonic requests for Advances to (i) and/or (ii) above.
C. If be made to an account previously designated in a Notice written notice signed by two officers of Revolving Credit the Borrower, provided that such acceptance shall not constitute a waiver of the Agent's right to delivery of an Advance Request Form in connection with subsequent Advances. Any telephonic request for an Advance by the Borrower shall be promptly confirmed by submission of a properly completed Advance Request Form to the Agent. Each Eurodollar Advance shall be in a minimum principal amount of $5,000,000 or such greater amount which is an integral multiple of $1,000,000. The Agent shall notify each Bank of the contents of each such notice on the day such notice is received by Agent if received by 11:00 A.M., Boston, Massachusetts time on a Business Day and otherwise on the Bank before 12:00 p.m. (Houstonnext succeeding Business Day. Promptly on the date specified for each Advance hereunder, Texas time) in the manner provided herein, the each Bank will deposit make available to the Advance Agent at the Principal Office in immediately available funds in funds, for the Funding Account on account of the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice Borrower, such Bank's pro rata share of Revolving Credit each Advance. If a Notice After the Agent's receipt of Revolving Credit Advance is received by such funds and subject to the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided hereinterms and conditions of this Agreement, the Bank Agent will deposit make each Advance available to the Advance Borrower by depositing the same, in immediately available funds funds, in an account of the Funding Account Borrower maintained with the Agent designated by the Borrower or by wire transfer in accordance with written instructions from the Borrower. All notices by the Borrower to the Agent under this Section shall be irrevocable and shall be given not later than the time specified above for such notice on the requested Borrowing Date day which shall is not be earlier less than the first number of Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as Days specified in a Notice of Revolving Credit Advanceabove for such notice.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Drypers Corp)
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be in a minimum amount of $5,000,000 in the case of a Borrowing of SOFR Loans or Eurocurrency Loans, or $1,000,000, in the case of a Borrowing of ABR Loans, or in each case an integral multiple of $1,000,000 in excess thereof (or, in the case of a Borrowing denominated in an Alternate Currency, the Alternate Currency Equivalent thereof, rounded to the nearest 1,000 units of such Alternate Currency), and shall be made on a notice by the requesting Borrower to the Administrative Agent not later than 11:00 a.m. (New York time) on (x) the third Business Day not more often than three (3) times per week and Advances shall be prior to the date of such Borrowing in increments the case of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer Borrowing consisting of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingSOFR Loans, (iy) the authenticity and validity fourth Business Day prior to the date of any such transaction so acted upon by Borrowing in the Bank once case of a Borrowing consisting of Eurocurrency Loans denominated in an Alternate Currency or (z) on the Bank has made an Advance and has deposited or transferred date of such funds as requested Borrowing in any such Notice the case of Revolving Credit Advancea Borrowing consisting of ABR Loans, and the Administrative Agent shall give each Lender prompt notice thereof.
(ii) the Borrowers' liability and responsibility therefor.
B. Each such notice of a Borrowing (a “Notice of Revolving Credit Advance Borrowing”) shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protectshall be in substantially the form of Exhibit C, indemnify and save specifying therein the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes requested (1) date of action, costs, charges and expenses, including attorneys' fees, such Borrowing (which may shall be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection witha Business Day), (i2) any action Type of Loans comprising such Borrowing, (3) Class of Loans comprising such Borrowing, (4) the Bank pursuant to applicable Borrowing Category (or as applicable Borrowing Categories), (5) aggregate amount of such Borrowing, stated in Dollars, and the Currency thereof and (6) in the case of a Notice Borrowing of Revolving Credit Advance SOFR Loans or any other request for an Advance under the Revolving Credit Eurocurrency Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or initial Interest Period for such Loans.
(iii) Each Lender shall, before 1:00 p.m. (New York time) on the transfer date of funds pursuant such Borrowing, make available for the account of its Applicable Lending Office to (i) and/or (ii) abovethe Administrative Agent at the Administrative Agent’s Account, in same day funds, such ▇▇▇▇▇▇’s ratable portion of such Borrowing.
C. If a Notice (iv) After the Administrative Agent’s receipt of Revolving Credit Advance is received by such funds, and subject to the Bank before 12:00 p.m. (Houston, Texas time) satisfaction of the applicable conditions set forth in the manner provided hereinArticle IV, the Bank Administrative Agent will deposit make such funds available to the Advance requesting Borrower by promptly crediting the amounts so received, in immediately available funds in like funds, to such account of such Borrower as the Funding Account on Administrative Agent and such Borrower may agree.
(v) If the requested Borrowing Date which shall not be earlier than the Business Day requesting Borrower fails to specify a Borrowing is requested on a Base Rate Type of Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing, then the applicable Loans shall be made as ABR Loans. If the requesting Borrower fails to provide a timely notice of Conversion or Continuation with respect to a Borrowing of SOFR Loans or Eurocurrency Loans, then such Borrower shall be deemed to have requested a Continuation with respect thereto with an Interest Period of one month. If the requesting Borrower requests a Borrowing of, Conversion to, or Continuation of SOFR Loans or Eurocurrency Loans in any such Notice of Revolving Credit Advance is received by Borrowing, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. If the Bank after 12:00 p.m. requesting Borrower requests a Borrowing of, Conversion to, or Continuation of SOFR Loans or Eurocurrency Loans in any such Notice of Borrowing, but fails to specify the Currency thereof, it will be deemed to have specified SOFR Loans in Dollars.
(Houstonvi) After giving effect to all Borrowings, Texas time) in the manner provided hereinall Conversions and all Continuations, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which there shall not be earlier more than 15 Interest Periods in effect. Notwithstanding the first Business Day after foregoing no Borrower shall be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period request (i) with respect to a Borrowing is requested on a Base Rate Loan or of 2024 Tranche Revolving Loans would end after the second Business Day after 2024 Termination Date and (ii) with respect to a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of 2027 Tranche Revolving Credit AdvanceLoans would end after the 2027 Termination Date.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) The Borrower shall give the aggregate amount Bank notice by means of a borrowing notice for each requested Advance by not later than 11: 00 A.M. (Atlanta, Georgia time), in the Borrowingcase of LIBOR Advances two (2) Business Days prior to the date of such Advance, and in the case of Base Rate Advances, on the same day as such Advance, specifying: (iii) the requested date of the Borrowing. Each Borrowing such Advance (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit LoansDay), (ii) the breach amount of any provisions of this Fourth Restated Agreement by any Loan Party; or such Advance, and (iii) in the transfer case of funds pursuant a LIBOR Advance, the duration of the initial Interest Period. The Bank at its option may accept telephonic requests for Advances, provided that such acceptance shall not constitute a waiver of the Bank's right to (i) and/or (ii) above.
C. If delivery of a Notice of Revolving Credit borrowing notice in connection with subsequent Advances. Any telephonic request for an Advance is received by the Bank before 12:00 p.m. Borrower shall be promptly confirmed by submission of a properly completed borrowing notice to the Bank. Each Advance shall be in a minimum principal amount of $1,000,000 or a greater integral multiple of $100,000. Subject to the other terms and conditions of this Agreement, not later than 2:00 P.M. (HoustonAtlanta, Texas Georgia time) in on the manner provided hereindate specified for each Advance, the Bank will deposit make such Advance available to the Advance Borrower by depositing the same, in immediately available funds in funds, into an account of the Funding Account on Borrower at the requested Borrowing Date which Bank or by wire transfer into an account at another financial institution designated by the Borrower. All notices under this paragraph shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advanceirrevocable. If a Notice of Revolving Credit Advance is Any notice under this paragraph received by the Bank after 12:00 p.m. the prescribed times set forth above shall be deemed to have been received on the next Business Day.
(Houstonii) The Borrower shall give the Bank notice by not later than 11:00 A.M. (Atlanta, Texas Georgia time) in two (2) Business Days prior to the manner provided end of any Interest Period of its intention to continue any outstanding LIBOR Advance for a new Interest Period and the duration of such new Interest Period. All such notices shall be irrevocable. If the Borrower shall fail to give the Bank notice as specified herein, such LIBOR Advance shall be automatically continued for an Interest Period of one (1) month. All Base Rate Advances shall automatically continue as Base Rate Advances unless the Borrower shall give notice to the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on that it wishes to convert a Base Rate Loan or Advance to a LIBOR Advance, in which case the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as Borrower shall comply with the procedures specified in paragraph (i) above. The Borrower may also convert any LIBOR Advance to a Notice Base Rate Advance at the end of Revolving Credit Advancean Interest Period.
D. If (iii) Notwithstanding the Bank shall receive foregoing, if a Potential Default or an Application for Letter Event of Credit in the manner provided herein before 2:00 p.m. (HoustonDefault exists, Texas time) the Bank all Advances shall, on if not repaid or accelerated, be continued as Base Rate Advances after the requested Borrowing Date which shall not be earlier than expiration of the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRAthen current Interest Period.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Each Borrowing shall be made pursuant to upon the Borrower’s irrevocable delivery of a Notice of Revolving Credit Advance Borrowing Request, appropriately completed and signed by a Responsible Officer of LRAthe Borrower, which on behalf of the Borrower, to the (I) in the case of any Borrowing of Revolving Credit Loans, Revolving Administrative Agent and (II) in the case of any Borrowing of Term Loans, Administrative Agent (provided that the notices in respect of (x) any Borrowing of Revolving Credit Loans and/or Delayed Draw Term Loans may be conditioned on the closing of a related Permitted Acquisition and (y) the Borrowing of the Sixteenth Amendment Incremental Term Loans may be conditioned on the closing of the Applied Avionics Acquisition). Each such notice must be received by the applicable Agent not later than (i) 1:00 p.m., New York time, three (3) Business Days prior to the requested date of any Borrowing or continuation of Term SOFR Loans or any conversion of Base Rate Loans to SOFR Loans and (ii) 11:00 a.m., New York time, on the requested date of any Borrowing of Base Rate Loans or any conversion of SOFR Loans to Base Rate Loans; provided that the notice referred to in subclause (i) above may be delivered not later than 1:00 p.m., New York time, one (1) Business Day prior to the Closing Date or any Incremental Facility Closing Date, as applicable, in the case of the Initial Term Loans or Incremental Term Loans. Except as provided in Section 2.02 and Section 2.17, each Borrowing of (x) ABR Loans shall be in an aggregate principal amount that is authorized by all other Borrowers (i) an integral multiple of $100,000 and not less than the Minimum Borrowing Amount or (ii) equal to do so, specifying, the remaining available balance of the applicable Commitments and (y) SOFR Loans shall be in an aggregate principal amount that is (i) an integral multiple of $100,000 and not less than the Minimum Borrowing Amount or (ii) equal to the remaining available balance of the applicable Commitments. Each Borrowing Request shall specify (i) the aggregate amount Class of the BorrowingCommitment that are requested to be funded, and (ii) the requested date of the Borrowing. Each Borrowing (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingDay), (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the amount of Loans to be borrowed, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto, and (vi) wire instructions of the account(s) to which funds are to be disbursed. If the Borrower fails to specify a Type of Loan in a Borrowing Request, then the applicable Loans shall be made as a SOFR Loan with a one-month Interest Period. If the Borrower fails to specify an Interest Period with respect to a SOFR Loan, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration.
(b) Following receipt of a Borrowing Request, the applicable Agent shall promptly notify each applicable Lender of the amount of its pro rata share of the applicable Class of Loans being requested. Each Lender shall make the amount of its Loan available to the applicable Agent by wire transfer of immediately available funds pursuant at the Administrative Agent’s payment office specified by the applicable Agent not later than 12:00 noon (New York, New York) on the Business Day specified as the applicable requested date of Borrowing in the applicable Borrowing Request. The applicable Agent shall make all funds so received available to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is the Borrower in like funds as received by the Bank before 12:00 p.m. (Houstonapplicable Agent by causing the wire transfer of such funds, Texas time) in each case, in accordance with instructions provided by the Borrower to the applicable Agent in the manner provided hereinBorrowing Request.
(c) The failure of any Lender to make the Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, the Bank will deposit the Advance in immediately available funds in the Funding Account if any, hereunder to make its Loan on the requested Borrowing Date which date of such Borrowing, but no Lender shall not be earlier than responsible for the Business Day a Borrowing is requested on a Base Rate failure of any other Lender to make the Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received to be made by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account such other Lender on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advanceany Borrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain In order to request a bank account Borrowing, the Borrower shall notify the Administrative Agent of such request by irrevocable written notice (the ------------------- "Funding Account") in accordance with the Bank into which account all Advances immediately succeeding sentence) (a) in the case of a Eurodollar Borrowing, not later than 12:30 p.m. three Business Days before a proposed Borrowing (or, in the case of any Eurodollar Borrowing to be made on the Revolving Credit Loans will be made.
A. Advances Closing Date, not later than 12:30 p.m. on the Revolving Credit Loans Business Day immediately preceding Closing Date) and (b) in the case of an ABR Borrowing, not later than 12:30 p.m. one Business Day before a proposed Borrowing. Each such notice shall be made pursuant in the form of a Borrowing Request and shall be delivered to a Notice of Revolving Credit Advance signed the Administrative Agent by a Responsible Officer of LRAhand delivery or fax, which is authorized by all other Borrowers to do so, specifying, and shall specify the following information: (i) the aggregate amount of the whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing, and ; (ii) the requested date of the Borrowing. Each such Borrowing (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan PartyDay); or (iii) the transfer number and location of the account to which funds pursuant are to be disbursed; (iiv) and/or the amount of such Borrowing; and (iiv) above.
C. If if such Borrowing is to be a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereinEurodollar Borrowing, the Bank will deposit initial Interest Period or Interest Periods with respect thereto; provided, however, that notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the Advance requirements set forth in immediately available funds Section 2.02. If no election as to the Type of Borrowing is specified in the Funding Account on any such notice, then the requested Borrowing Date which shall not be earlier than the Business Day a an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice any such notice, then the Borrower shall be deemed to have selected an Interest Period of Revolving Credit Advanceone month’s duration. If a Notice The Administrative Agent shall promptly advise the applicable Lenders of Revolving Credit Advance is received by any notice given pursuant to this Section 2.03 (and the Bank after 12:00 p.m. (Houstoncontents thereof), Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on and of each Lender’s portion of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Term Loan Agreement (CDW Corp)
Borrowing Procedure. In order to request a Borrowing of Loans, the Borrower shall notify the Administrative Agent of such request (a) in the case of Eurodollar Loans, not later than 11:00 a.m., Chicago time, three Business Days before the proposed Borrowing Date (or, with respect to the Borrowing on the Closing Date, not later than 11:00 a.m., Chicago time, on the Business Day before the Closing Date) and (b) in the case of Base Rate Loans, not later than 11:00 a.m., Chicago time, on the proposed Borrowing Date. Each such Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or fax (or, if agreed by the Administrative Agent, by other electronic transmission) to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether such Borrowing is to be a Eurodollar Borrowing or a Base Rate Borrowing; (ii) the date of such Borrowing (which shall be a Business Day); (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, Loans comprising any Borrowing shall be in an aggregate principal amount that is (1) (A) in the case of Base Rate Loans, $1,000,000 or a whole multiple of $250,000 in excess thereof or (B) in the case of Eurodollar Loans, $2,500,000 or a whole multiple of $250,000 in excess thereof or (2) equal to the remaining available balance of the applicable Revolving Commitments. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of three months’ duration. The Borrowers Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 4.01 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. Each applicable Lender will maintain a bank make the amount of its pro rata share of each Borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 1:00 p.m., Chicago time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such Borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower specified in the applicable Borrowing Request (the ------------------- "Funding “Loan Account"”) with the Bank into which account all Advances on aggregate of the Revolving Credit amounts made available to the Administrative Agent by the applicable Lenders and in like funds as received by the Administrative Agent; provided that any Base Rate Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, finance (i) a Reimbursement Obligation as provided in Section 3.08 shall be remitted by the aggregate amount of Administrative Agent to the Borrowing, Issuing Bank and (ii) the requested date reimbursement of the Borrowing. Each Borrowing a Protective Advance or an Overadvance shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon retained by the Bank once the Bank has made an Advance Administrative Agent (or paid to any applicable Lender in accordance with Section 3.01(b)(ii) and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility thereforSection 3.01(c)(ii)).
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Asset Based Revolving Credit Agreement (Roundy's, Inc.)
Borrowing Procedure. The Borrowers will maintain On the terms and subject to the conditions of this Agreement, by delivering a bank account Borrowing Request to the Administrative Agent, Greektown Holdings (a) shall irrevocably request, with respect to Term A Loans, on or before 10:00 a.m., New York City time, not less than one Business Day prior to the ------------------- "Funding Account") with Effective Date, that a Borrowing for the Bank into which account all Advances on the Revolving Credit Loans will entire Term A Commitment Amount be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (iib) may irrevocably request from time to time, with respect to the requested date Delayed Draw Loans, on or before 10:00 a.m., New York City time, on a Business Day, on not less than one Business Day’s notice and not more than five (5) Business Days’ notice, that a Borrowing be made in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000. On the Borrowing. Each terms and subject to the conditions of this Agreement, each Borrowing shall be made on a the Business Day not more often than three (3) times per week specified in such Borrowing Request, executed by an Authorized Representative of the Borrowers and Advances shall be in increments of not less than $50,000.00. The Bank is entitled the Subsidiary Guarantors to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, the effect that (i) the authenticity proposed Credit Extension and validity of any such transaction so acted upon by its intended use are consistent with the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action terms of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under Loan Documents and the Revolving Credit LoansBudget, (ii) the breach Borrowers and the Subsidiary Guarantors have observed or performed all of any provisions their covenants and other agreements and have satisfied in all material respects every condition contained in the Loan Documents to be observed, performed or satisfied by one or more of this Fourth Restated Agreement by any Loan Party; or them, and (iii) the transfer such Authorized Representative has no knowledge of funds pursuant to (i) and/or (ii) above.
C. If a Notice any Default or Event of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan Default. On or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas New York City time) on such Business Day each Lender that has a Commitment to make the Bank shall, on Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify by notice to the Lenders. To the extent funds for Loans are received from the Lenders, the Administrative Agent shall make such funds available to the Borrowers by wire transfer to the account specified in the Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRARequest.
Appears in 1 contract
Sources: Senior Secured Debtor in Possession Credit Agreement (Greektown Superholdings, Inc.)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account Borrowing (the ------------------- "Funding Account"subject to Section 2.17(e) with respect to European Swingline Loans), the Bank into which account all Advances Administrative Borrower, on behalf of the Revolving Credit Loans will be made.
A. Advances on applicable Borrower, shall deliver, by hand delivery, telecopier or, to the Revolving Credit Loans shall be made pursuant extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the second sentence of Section 11.01(b) and the second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, the Administrative Agent (i) in the aggregate amount case of a Eurocurrency Borrowing (other than a Eurocurrency Borrowing made in GBP), not later than 12:00 noon, New York time, three (3) Business Days before the date of the proposed Borrowing, and (ii) in the requested case of a EURIBOR Borrowing, or a Eurocurrency Borrowing made in GBP, not later than 11:00 a.m., London time, three (3) Business Days before the date of the proposed Borrowing, or (iii) in the case of a Base Rate Borrowing, not later than 12:00 noon, New York time, on the date of the proposed Borrowing. All Borrowing Requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowings shall not be made until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the funding of any such requested Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance Request shall be irrevocable and binding on shall specify the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or following information in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or compliance with Section 2.02: (iii) the transfer whether such Borrowing shall constitute a Borrowing of funds pursuant to U.S. Revolving Loans, U.K. Revolving Loans, Belgian Revolving Loans, German Revolving Loans or Swiss Revolving Loans; (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas timeiv) in the manner provided hereincase of Dollar Denominated Loans made to U.S. Borrowers or to Parentthe Canadian Borrower, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a whether such Borrowing is requested on to be a Base Rate Loan Borrowing or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.Eurocurrency Borrowing;
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain a bank account (a) Each Loan to be made hereunder shall be in such minimum principal amount and subject to such advance written notice, or telephonic notice (confirmed immediately in writing), to Agent as shall be specified in the ------------------- "Funding Account") Schedule. Each such written notice of borrowing shall be in substantially the form of Exhibit A (with the Bank into which account all Advances on the Revolving Credit appropriate completions). Each borrowing of Loans will be made.
A. Advances on the Revolving Credit Loans hereunder shall be made pursuant on a pro rata basis from Lenders. Agent will promptly notify each Lender of its receipt of any notice of borrowing and of the amount of such Lender’s Pro Rata Share of that borrowing. Each Lender will make the amount of its Pro Rata Share of each borrowing available to a Notice Agent for the account of Revolving Credit Advance signed Borrower in accordance with Agent’s Payment Instructions by a Responsible Officer 11:00 a.m. (New York City time) on the proposed Borrowing Date as notified by Agent in funds immediately available to Agent. Upon fulfillment of LRAthe applicable conditions set forth in Section 3.1 and 3.2, which is authorized by all other Borrowers to do soAgent shall make the proceeds of the Loans available in accordance with Borrower’s payment instructions. Without limiting the generality of the foregoing, specifyingin the case of any Loans made hereunder for the purpose of paying the purchase price of Cisco Products, (i) Agent shall pay the aggregate amount proceeds of the BorrowingLoans directly to the Vendor, and (ii) if the requested Vendor is Cisco Systems, each such Loan shall be deemed to be outstanding hereunder and under the Notes evidencing such Loans effective as of the date 30 days after the invoice date of the Borrowing. Each Borrowing Cisco Products which are being financed by such Loans (or on such date thereafter as Cisco Systems shall agree to in its sole discretion), and Lenders are hereby authorized to make such Loans at the request of CSCC (through Agent) without being required to receive a notice of borrowing with respect thereto, provided that if Borrower provides written notice to Agent within 25 days after the invoice date that payment or performance due Cisco Systems is not then due because one or more conditions of payment or performance has or have not been satisfied by Cisco Systems, then clause (ii) of this section shall not apply and no such Loans shall be made on until Borrower provides a Business Day not more often than three (3) times per week notice of borrowing with respect to such invoice. Borrower hereby authorizes and Advances shall be in increments of not less than $50,000.00. The Bank is entitled directs Agent to rely make direct payment to any Vendor and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance intended recipient, if any, of Loan proceeds (including, without limitation, Loan proceeds used to pay amounts outstanding under the Revolving March 2002 Credit LoansAgreement and accrued interest hereunder). Notwithstanding anything in the Funding Procedures and Policies to the contrary, (ii) Agent will, subject to the breach of any provisions of this Fourth Restated Agreement by Agreement, make Loan proceeds available to any Loan Party; Vendor or (iii) other recipient thereof on or not later than five Banking Days following the transfer requested Borrowing Date. All borrowings of funds pursuant Loans shall be subject to (i) and/or (ii) abovethe Funding Procedures and Policies, unless CSCC shall no longer act as Agent hereunder.
C. If (b) Unless Agent receives notice from a Notice Lender on or prior to the Closing Date or, with respect to any borrowing after the Closing Date, at least one Banking Day prior to the date of Revolving Credit Advance is received by such borrowing, that such Lender will not make available as and when required hereunder to Agent for the Bank before 12:00 p.m. (Houstonaccount of Borrower the amount of that Lender’s Pro Rata Share of the borrowing, Texas time) in the manner provided herein, the Bank will deposit the Advance Agent may assume that each Lender has made such amount available to Agent in immediately available funds in the Funding Account on the requested Borrowing Date which and Agent may (but shall not be earlier than the Business Day so required), in reliance upon such assumption, make available to Borrower on such date a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advancecorresponding amount. If a Notice of Revolving Credit Advance is received by and to the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance extent any Lender shall not have made its full amount available to Agent in immediately available funds and Agent in the Funding Account such circumstances has made available to Borrower such amount, that Lender shall on the requested Banking Day following such Borrowing Date which make such amount available to Agent, together with interest at the Federal Funds Rate for each day during such period. A notice of Agent submitted to any
(c) The failure of any Lender to make any Loan on any Borrowing Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Borrowing Date, but no Lender shall be earlier than responsible for the first Business Day after a failure of any other Lender to make the Loan to be made by such other Lender on any Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceDate.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain In order to effect a bank account Borrowing, the Borrower shall hand deliver or telecopy to the Administrative Agent a duly completed request for Borrowing, substantially in the form of Exhibit A hereto (the ------------------- a "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifyingBorrowing"), (i) in the aggregate amount case of Eurodollar Loans, not later than 1:00 p.m., New York time, three Business Days before the Borrowing Date specified for a proposed Borrowing, and (ii) in the requested date case of Base Rate Loans, not later than 1:00 p.m., New York time, on the Business Day which is the Borrowing Date specified for a proposed Borrowing. Each Borrowing Such notice shall be made on irrevocable and shall in each case refer to this Agreement and specify (x) whether the Loans then being requested are to be Eurodollar Loans or Base Rate Loans, (y) the Borrowing Date of such Loans (which shall be a Business Day Day) and the aggregate amount thereof (which shall not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely 200,000,000 and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally an integral multiple of $10,000,000), and absolutely estopped from denying(z) in the case of a Eurodollar Loan, the Interest Period with respect thereto (i) which shall not end later than the authenticity and validity of Maturity Date). If no Interest Period with respect to any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested Eurodollar Loan is specified in any such Notice of Revolving Credit AdvanceBorrowing, then the Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding in any event on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save same day the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to Administrative Agent receives a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds Borrowing pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance this Section 2.2, if such notice is received by 11:00 a.m., New York time on a Business Day and otherwise on the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereinnext succeeding Business Day, the Bank will deposit Administrative Agent shall advise the Advance in immediately available funds in the Funding Account on other Lenders of such Notice of Borrowing and of each Lender's portion of the requested Borrowing Date which by telecopier. Each Borrowing shall not be earlier than consist of Loans of the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account same Type made on the requested Borrowing Date which shall not be earlier than same day and having the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advancesame Interest Period.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Centurytel Inc)
Borrowing Procedure. The Borrowers will maintain (a) In order to request a bank account Borrowing, the Company shall give written or telex notice (or telephone notice promptly confirmed in writing or by telex) to the ------------------- "Funding Account") with Administrative Agent in the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice form of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, Exhibit A (i) in the aggregate amount case of the a Eurodollar Borrowing, not later than 10:30 A.M., Charlotte, North Carolina time, three Business Days before a proposed borrowing, and (ii) in the requested date case of the an ABR Borrowing, not later than 10:30 A.M., Charlotte, North Carolina time, one Business Day before a proposed borrowing. Each Borrowing Such notice shall be made on a Business Day not more often than three (3) times per week irrevocable and Advances shall be in increments of not less than $50,000.00. The Bank is entitled each case refer to rely this Agreement and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, specify (i) whether the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made Borrowing then being requested is to be a Eurodollar Borrowing or an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and ABR Borrowing; (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice date of Revolving Credit Advance such Borrowing (which shall be irrevocable a Business Day), and binding on the Borrowers. The Borrowers covenant amount thereof; and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant if such Borrowing is to (i) and/or (ii) above.
C. If be a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereinEurodollar Borrowing, the Bank will deposit Interest Period with respect thereto. If no election as to the Advance Type of Borrowing is specified in immediately available funds in the Funding Account on any such notice, then the requested Borrowing Date which shall be a Eurodollar Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Company shall be deemed to have selected an Interest Period of one month's duration. If the Company shall not be earlier than the Business Day have given notice in accordance with this Section 2.02 of its election to refinance a Borrowing is requested on a Base Rate Loan or prior to the second Business Day after a end of the Interest Period in effect for such Borrowing, then the Company shall (unless such Borrowing is requested on repaid at the end of such Interest Period) be deemed to have given notice of an Adjusted Libor Rate Loan as specified in election to refinance such Borrowing with a Notice Eurodollar Borrowing with an Interest Period of Revolving Credit Advanceone month. If a Notice The Administrative Agent shall promptly advise the Banks of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on any notice given pursuant to this Section 2.02 and of each Bank's portion of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas timeb) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.Advances....
Appears in 1 contract
Sources: Credit Agreement (Tredegar Corp)
Borrowing Procedure. The Borrowers will maintain To request a bank account Revolving Borrowing or Term Borrowing, the Borrower shall deliver, by hand delivery, email through a “pdf” copy or facsimile transmission (or transmit by other electronic transmission if arrangements for doing so have been approved in writing by the ------------------- "Funding Account"Administrative Agent), a duly completed and executed Borrowing Request to the Administrative Agent (i) with in the Bank into which account all Advances case of a Eurodollar Term Borrowing, not later than 12:00 p.m., New York City time, on the Revolving Credit Loans will third Business Day before the date of the proposed Borrowing (or such later time as may be made.
A. Advances reasonably acceptable to the Administrative Agent, in the case of any Borrowing), (ii) in the case of an ABR Term Borrowing, not later than 4:00 p.m., New York City time, on the Business Day prior to the proposed Borrowing (or such later time on such Business Day as may be reasonably acceptable to the Administrative Agent) and (iii) in the case of any Revolving Credit Loans Borrowing, not later than 12:00 p.m., New York City time, on the fifth Business Day before the date of the proposed Borrowing (or such later time as may be reasonably acceptable to the Administrative Agent). Each Borrowing Request shall be made pursuant irrevocable and shall specify the following information in compliance with Section 2.02:
(a) whether the requested Borrowing is to be a Notice Borrowing of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, Loans or Term Loans;
(ib) the aggregate amount of such Borrowing;
(c) the date of such Borrowing, and which shall be a Business Day;
(iid) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing;
(e) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”;
(f) the requested location and number of the Borrower’s account to which funds are to be disbursed; and
(g) that, in the case of a Revolving Borrowing, the conditions set forth in Section 4.02(b) and Section 4.02(c) are satisfied as of the date of the notice and, in the case of a Delayed Draw Term Loan Borrowing, the conditions set forth in Section 4.03(b) and 4.03(c) are satisfied as of the date of the notice. Each If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers accordance with this Section 2.03, the Administrative Agent shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action advise each Lender of the Bank pursuant details thereof and of the amount of such Lender’s Loan to a Notice be made as part of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Inotiv, Inc.)
Borrowing Procedure. The Borrowers will maintain Whenever Borrower desires a bank account Loan hereunder, Borrower shall give Lender written notice in a form which is acceptable to Lender specifying (a) the ------------------- "Funding Account") with the Bank into date (which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice Business Day in the case of Revolving Credit Advance signed by a Responsible Officer Prime Rate Loan or a Eurodollar Business Day in a case of LRA, which is authorized by all other Borrowers to do so, specifyinga Eurodollar Loan) of the proposed borrowing, (ib) the aggregate amount to be borrowed, (c) the portion of the Borrowingborrowing constituting a Prime Rate Loan and/or a Eurodollar Loan (which may only be in Incremental Portions), and (iid) the requested date if any portion of the Borrowingproposed borrowing constitutes a Eurodollar Loan, the initial Eurodollar Interest Period selected by Borrower (one month, two months, three months or six months). Each Borrowing Such notice shall be made on a Business Day not more often than three given by 10:00 a.m. (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (HoustonDallas, Texas time) on the date of the proposed borrowing in the manner provided hereincase of a Prime Rate Loan, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received and by the Bank after 12:00 p.m. 10:00 a.m. (HoustonDallas, Texas time) two (2) Business Days prior to the date of the proposed borrowing in the manner provided hereincase of a Eurodollar Loan. The notice may be given telephonically by Borrower to Lender, but upon giving such telephonic notice Borrower shall immediately thereafter provide Lender with the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which written notice described above. All notices given under this Section shall not be earlier irrevocable. Not later than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. 12:00 noon (HoustonDallas, Texas time) the Bank shall, on the requested Borrowing Date which shall not date of the proposed borrowing and upon fulfillment of all other conditions required by this Agreement, Lender will make such Loan available to Borrower by crediting the amount thereof to Borrower's account with Lender or otherwise disbursing it as Borrower may request in writing. No Loans may be earlier than made on or after noon on the second Business Day after receipt, issue day before the Letter of Credit as specified by LRA and deliver same as directed by LRAMaturity Date.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (a) Each borrowing by the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Borrower hereunder shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) in the case of any Eurodollar Loan, in an aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00the Canadian Dollar Equivalent Value of C$1,000,000 or an integral multiple of the Canadian Dollar Equivalent Value of C$500,000 in excess thereof; or (ii) in the case of any Base Rate Loan, in an aggregate amount of not less than C$1,000,000 or an integral multiple of Canadian Dollar Equivalent Value of C$500,000 in excess thereof; or (iii) or in the case of any Canadian Prime Rate Loan, in an aggregate amount of not less than C$1,000,000 or an integral multiple of C$500,000 in excess thereof. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers Each Loan shall be unconditionally and absolutely estopped made upon prior written notice from denying, the Borrower to the Agent in the form of Exhibit B hereto (the "Notice of Borrowing") delivered to the Agent not later than 10:00 a.m. (Toronto time) at least
(i) four Business Days prior to the authenticity and validity requested Borrowing Date in the case of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Alternate Currency Loans, (ii) three Business Day prior to the breach Borrowing Date, if such borrowing consists of any provisions Eurodollar Loans denominated in Dollars; and (iii) on the requested Borrowing Date, if such borrowing consists of this Fourth Restated Agreement by any Canadian Prime Rate Loans denominated in Dollars. Each Notice of Borrowing shall be irrevocable and shall specify (i) the amount of the proposed borrowing in Dollars or Alternate Currencies, as the case may be, and of each Loan Partycomprising a part thereof; or (ii) the Borrowing Date; (iii) the transfer Type of funds pursuant Loan requested; (iv) with respect to any Eurodollar Loan, the Interest Period with respect to each such Loan and the Expiration Date of each such Interest Period (iprovided, that there shall not be more than seven (7) and/or Interest Periods in effect at any one time under this Agreement); and (iiv) above.
C. If the demand deposit account of the Borrower where the proceeds of the borrowing are to be deposited. Promptly upon its receipt of a Notice of Revolving Credit Advance is received Borrowing, the Agent shall deliver by telefacsimile a copy thereof to each Bank. The Borrower may give the Agent telephonic notice by the required time of any proposed borrowing under this Section 2.2(a); provided, that such telephonic notice shall be promptly confirmed in writing by delivery to the Agent of a Notice of Borrowing. Neither the Agent nor any Bank before 12:00 p.m. shall incur any liability to the Borrower in acting upon any telephonic notice referred to above which the Agent believes in good faith to have been given by the Borrower or for otherwise acting in good faith under this Section 2.2(a).
(Houstonb) Unless the Agent shall have received notice from a Bank (which must be received, Texas time) except in the manner provided hereincase of Base Rate Loans, at least one Business Day prior to the date of any borrowing) that such Bank will not make available to the Agent such Bank's Pro Rata Percentage of such borrowing as and when required hereunder, the Agent may assume that such Bank will deposit has made such portion available to the Advance Agent on the date of such borrowing in accordance with Section 2.1(c), and the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. The Agent shall give notice to the Borrower of any notice the Agent receives under this Section 2.2(b), provided that the Agent shall not be liable for the failure to give such notice. If and to the extent any Bank shall not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Funding Account Borrower such amount, that Bank shall on the requested Borrowing Date which shall not be earlier than the Business Day a following such Borrowing Date make such amount available to the Agent, together with interest at the Overnight Rate or, in the case of any borrowing consisting of Alternate Currency Loans, the Federal Funds Rate, for each day during such period. A notice of the Agent submitted to any Bank with respect to amounts owing under this subsection (b) shall be conclusive, absent manifest error. If such amount is requested so made available, such payment to the Agent shall constitute such Bank's Loan on a Base Rate Loan or the second date of borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received following the borrowing date, the Agent will notify the Borrower by the Bank after 12:00 p.m. (Houstonnext succeeding Business Day of such failure to fund and, Texas time) in upon demand by the manner provided hereinAgent, the Borrower shall pay such amount to the Agent for the Agent's account, together with interest thereon for each day elapsed since the date of such borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such borrowing.
(c) The failure of any Bank will deposit to make the Advance in immediately available funds in the Funding Account Loan to be made by it as part of any borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the requested Borrowing Date which date of such borrowing, but no Bank shall not be earlier than responsible for the first Business Day after a Borrowing is requested failure of any other Bank to make the Loan to be made by such other Bank on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advanceany borrowing.
D. If (d) The Canadian Dollar Equivalent Value of any borrowing of Alternate Currency Loans will be determined by the Bank shall receive an Application Agent for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, such borrowing on the requested Borrowing Computation Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRAtherefor in accordance with Section 3.2(a).
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be in a minimum amount of $5,000,000 in the case of a Borrowing of SOFR Loans or Eurocurrency Loans, or $1,000,000, in the case of a Borrowing of ABR Loans, or in each case an integral multiple of $1,000,000 in excess thereof (or, in the case of a Borrowing denominated in an Alternate Currency, the Alternate Currency Equivalent thereof, rounded to the nearest 1,000 units of such Alternate Currency), and shall be made on a notice by the requesting Borrower to the Administrative Agent not later than 11:00 a.m. (New York time) on (x) the third Business Day not more often than three (3) times per week and Advances shall be prior to the date of such Borrowing in increments the case of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer Borrowing consisting of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingSOFR Loans, (iy) the authenticity and validity fourth Business Day prior to the date of any such transaction so acted upon by Borrowing in the Bank once case of a Borrowing consisting of Eurocurrency Loans denominated in an Alternate Currency or (z) on the Bank has made an Advance and has deposited or transferred date of such funds as requested Borrowing in any such Notice the case of Revolving Credit Advancea Borrowing consisting of ABR Loans, and the Administrative Agent shall give each Lender prompt notice thereof.
(ii) the Borrowers' liability and responsibility therefor.
B. Each such notice of a Borrowing (a “Notice of Revolving Credit Advance Borrowing”) shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protectshall be in substantially the form of Exhibit C, indemnify and save specifying therein the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes requested (1) date of action, costs, charges and expenses, including attorneys' fees, such Borrowing (which may shall be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection witha Business Day), (i2) any action Type of Loans comprising such Borrowing, (3) Class of Loans comprising such Borrowing, (4) the Bank pursuant to applicable Borrowing Category (or as applicable Borrowing Categories), (5) aggregate amount of such Borrowing, stated in Dollars, and the Currency thereof and (6) in the case of a Notice Borrowing of Revolving Credit Advance SOFR Loans or any other request for an Advance under the Revolving Credit Eurocurrency Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or initial Interest Period for such Loans.
(iii) Each Lender shall, before 1:00 p.m. (New York time) on the transfer date of funds pursuant such Borrowing, make available for the account of its Applicable Lending Office to (i) and/or (ii) abovethe Administrative Agent at the Administrative Agent’s Account, in same day funds, such ▇▇▇▇▇▇’s ratable portion of such Borrowing.
C. If a Notice (iv) After the Administrative Agent’s receipt of Revolving Credit Advance is received by such funds, and subject to the Bank before 12:00 p.m. (Houston, Texas time) satisfaction of the applicable conditions set forth in the manner provided hereinArticle IV, the Bank Administrative Agent will deposit make such funds available to the Advance requesting Borrower by promptly crediting the amounts so received, in immediately available funds in like funds, to such account of such Borrower as the Funding Account on Administrative Agent and such Borrower may agree.
(v) If the requested Borrowing Date which shall not be earlier than the Business Day requesting Borrower fails to specify a Borrowing is requested on a Base Rate Type of Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing, then the applicable Loans shall be made as ABR Loans. If the requesting Borrower fails to provide a timely notice of Conversion or Continuation with respect to a Borrowing of SOFR Loans or Eurocurrency Loans, then such Borrower shall be deemed to have requested a Continuation with respect thereto with an Interest Period of one month. If the requesting Borrower requests a Borrowing of, Conversion to, or Continuation of SOFR Loans or Eurocurrency Loans in any such Notice of Revolving Credit Advance is received by Borrowing, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. If the Bank after 12:00 p.m. requesting Borrower requests a Borrowing of, Conversion to, or Continuation of SOFR Loans or Eurocurrency Loans in any such Notice of Borrowing, but fails to specify the Currency thereof, it will be deemed to have specified SOFR Loans in Dollars.
(Houstonvi) After giving effect to all Borrowings, Texas time) in the manner provided hereinall Conversions and all Continuations, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which there shall not be earlier more than 15 Interest Periods in effect. Notwithstanding the first Business Day after foregoing no Borrower shall be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period request (i) with respect to a Borrowing is requested on a Base Rate Loan or of 2026 Tranche Revolving Loans would end after the second Business Day after 2026 Termination Date and (ii) with respect to a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of 2027 Tranche Revolving Credit AdvanceLoans would end after the 2027 Termination Date.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be in a minimum amount of $5,000,000 in the case of a Borrowing of Eurocurrency Loans, or $1,000,000, in the case of a Borrowing of ABR Loans, or in each case an integral multiple of $1,000,000 in excess thereof (or, in the case of a Borrowing denominated in an Alternate Currency, the Alternate Currency Equivalent thereof, rounded to the nearest 1,000 units of such Alternate Currency), and shall be made on a notice by the requesting Borrower to the Administrative Agent not later than 11:00 a.m. (New York time) on the third Business Day (or, with respect to Interest Periods other than one, two, three or six months, fourth Business Day) prior to the date of such Borrowing in the case of a Borrowing consisting of Eurocurrency Loans or not more often later than three 11:00 a.m. (3New York time) times per week and Advances shall be on the date of such Borrowing in increments the case of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer Borrowing consisting of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit AdvanceABR Loans, and the Administrative Agent shall give each Lender prompt notice thereof.
(ii) the Borrowers' liability and responsibility therefor.
B. Each such notice of a Borrowing (a “Notice of Revolving Credit Advance Borrowing”) shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protectshall be in substantially the form of Exhibit C, indemnify and save specifying therein the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes requested (1) date of action, costs, charges and expenses, including attorneys' fees, such Borrowing (which may shall be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection witha Business Day), (i2) any action Type of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit LoansLoans comprising such Borrowing, (ii3) aggregate amount of such Borrowing, stated in Dollars, and the breach Currency thereof and (4) in the case of any provisions a Borrowing of this Fourth Restated Agreement by any Loan Party; or Eurocurrency Loans (other than ▇▇▇▇▇ Rate Loans), initial Interest Period for such Loans.
(iii) Each Lender shall, before 1:00 p.m. (New York time) on the transfer date of funds pursuant such Borrowing, make available for the account of its Applicable Lending Office to (i) and/or (ii) abovethe Administrative Agent at the Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Borrowing.
C. If a Notice (iv) After the Administrative Agent’s receipt of Revolving Credit Advance is received by such funds, and subject to the Bank before 12:00 p.m. (Houston, Texas time) satisfaction of the applicable conditions set forth in the manner provided hereinArticle IV, the Bank Administrative Agent will deposit make such funds available to the Advance requesting Borrower by promptly crediting the amounts so received, in immediately available funds in like funds, to such account of such Borrower as the Funding Account on Administrative Agent and such Borrower may agree.
(v) If the requested Borrowing Date which shall not be earlier than the Business Day requesting Borrower fails to specify a Borrowing is requested on a Base Rate Type of Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing, then the applicable Loans shall be made as ABR Loans. If the requesting Borrower fails to provide a timely notice of Conversion or Continuation with respect to a Borrowing of Eurocurrency Loans (other than ▇▇▇▇▇ Rate Loans), then such Borrower shall be deemed to have requested a Continuation with respect thereto with an Interest Period of one month. If the requesting Borrower requests a Borrowing of, Conversion to, or Continuation of Eurocurrency Loans (other than ▇▇▇▇▇ Rate Loans) in any such Notice of Revolving Credit Advance is received by Borrowing, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. If the Bank after 12:00 p.m. requesting Borrower requests a Borrowing of, Conversion to, or Continuation of Eurocurrency Loans in any such Notice of Borrowing, but fails to specify the Currency thereof, it will be deemed to have specified such Loans in Dollars.
(Houstonvi) After giving effect to all Borrowings, Texas time) in the manner provided hereinall Conversions and all Continuations, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which there shall not be earlier more than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified 15 Interest Periods in a Notice of Revolving Credit Advanceeffect.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: 364 Day Revolving Credit Agreement (KKR & Co. Inc.)
Borrowing Procedure. The Borrowers will maintain In the case of Loans, by delivering a bank account (Borrowing Request to the ------------------- "Funding Account") with Administrative Agent on or before noon, New York time, on a Business Day, the Bank into which account all Advances Borrower may from time to time irrevocably request, on the Revolving Credit Loans will same Business Day’s notice in the case of Base Rate Loans, or three Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days’ notice, that a Borrowing be made.
A. Advances on , (a) in the Revolving Credit case of LIBO Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000, (b) in the case of Base Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000 or, in either case, in the unused amount of the Loan Commitment; provided, that all of the initial Loans shall be made pursuant as Base Rate Loans; provided further that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery or facsimile to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount Administrative Agent of the Borrowingapplicable Borrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the Type of Loans, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a the Business Day, specified in such Borrowing Request. On or before 11:00 a.m., New York time, on such Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying3:00p.m., (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit AdvanceNew York time, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on case of a Base Rate Loan or the second Business Day after a Borrowing is requested on the same Business Day), each Lender that has a Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an Adjusted Libor Rate Loan as amount equal to such Lender’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in a Notice of Revolving Credit Advanceits Borrowing Request. If a Notice of Revolving Credit Advance is received No Lender’s obligation to make any Loan shall be affected by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advanceany other Lender’s failure to make any Loan.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: First Lien Credit Agreement (Energy Xxi (Bermuda) LTD)
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be in a minimum amount of $5,000,000 in the case of a Borrowing of SOFR Loans or Eurocurrency Loans, or $1,000,000, in the case of a Borrowing of ABR Loans, or in each case an integral multiple of $1,000,000 in excess thereof (or, in the case of a Borrowing denominated in an Alternate Currency, the Alternate Currency Equivalent thereof, rounded to the nearest 1,000 units of such Alternate Currency), and shall be made on a notice by the requesting Borrower to the Administrative Agent not later than 11:00 a.m. (New York time) on (x) the third Business Day not more often than three (3) times per week and Advances shall be prior to the date of such Borrowing in increments the case of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer Borrowing consisting of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingSOFR Loans, (iy) the authenticity and validity fourth Business Day prior to the date of any such transaction so acted upon by Borrowing in the Bank once case of a Borrowing consisting of Eurocurrency Loans denominated in an Alternate Currency or (z) on the Bank has made an Advance and has deposited or transferred date of such funds as requested Borrowing in any such Notice the case of Revolving Credit Advancea Borrowing consisting of ABR Loans, and the Administrative Agent shall give each Lender prompt notice thereof.
(ii) the Borrowers' liability and responsibility therefor.
B. Each such notice of a Borrowing (a “Notice of Revolving Credit Advance Borrowing”) shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protectshall be in substantially the form of Exhibit C, indemnify and save specifying therein the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes requested (1) date of action, costs, charges and expenses, including attorneys' fees, such Borrowing (which may shall be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection witha Business Day), (i2) any action Type of Loans comprising such Borrowing, (3) Class of Loans comprising such Borrowing, (4) the Bank pursuant to applicable Borrowing Category (or as applicable Borrowing Categories), (5) aggregate amount of such Borrowing, stated in Dollars, and the Currency thereof and (6) in the case of a Notice Borrowing of Revolving Credit Advance SOFR Loans or any other request for an Advance under the Revolving Credit Eurocurrency Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or initial Interest Period for such Loans.
(iii) Each Lender shall, before 1:00 p.m. (New York time) on the transfer date of funds pursuant such Borrowing, make available for the account of its Applicable Lending Office to (i) and/or (ii) abovethe Administrative Agent at the Administrative Agent’s Account, in same day funds, such ▇▇▇▇▇▇’s ratable portion of such Borrowing.
C. If a Notice (iv) After the Administrative Agent’s receipt of Revolving Credit Advance is received by such funds, and subject to the Bank before 12:00 p.m. (Houston, Texas time) satisfaction of the applicable conditions set forth in the manner provided hereinArticle IV, the Bank Administrative Agent will deposit make such funds available to the Advance requesting Borrower by promptly crediting the amounts so received, in immediately available funds in like funds, to such account of such Borrower as the Funding Account on Administrative Agent and such Borrower may agree.
(v) If the requested Borrowing Date which shall not be earlier than the Business Day requesting Borrower fails to specify a Borrowing is requested on a Base Rate Type of Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing, then the applicable Loans shall be made as ABR Loans. If the requesting Borrower fails to provide a timely notice of Conversion or Continuation with respect to a Borrowing of SOFR Loans or Eurocurrency Loans, then such Borrower shall be deemed to have requested a Continuation with respect thereto with an Interest Period of one month. If the requesting Borrower requests a Borrowing of, Conversion to, or Continuation of SOFR Loans or Eurocurrency Loans in any such Notice of Revolving Credit Advance is received by Borrowing, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. If the Bank after 12:00 p.m. requesting Borrower requests a Borrowing of, Conversion to, or Continuation of SOFR Loans or Eurocurrency Loans in any such Notice of Borrowing, but fails to specify the Currency thereof, it will be deemed to have specified SOFR Loans in Dollars.
(Houstonvi) After giving effect to all Borrowings, Texas time) in the manner provided hereinall Conversions and all Continuations, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which there shall not be earlier more than 15 Interest Periods in effect. Notwithstanding the first Business Day after foregoing no Borrower shall be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period request (i) with respect to a Borrowing is requested on a Base Rate Loan or of 2025 Tranche Revolving Loans would end after the second Business Day after 2025 Termination Date and (ii) with respect to a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of 2027 Tranche Revolving Credit AdvanceLoans would end after the 2027 Termination Date.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain In the case of Revolving Loans, by delivering a bank account (Borrowing Request to the ------------------- "Funding Account") with Administrative Agent on or before noon, New York time, on a Business Day, the Bank into which account all Advances Borrower may from time to time irrevocably request, on the Revolving Credit Loans will same Business Day’s notice in the case of Base Rate Loans, or three Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days’ notice, that a Borrowing be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (ia) in the case of LIBO Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000, (b) in the case of Base Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000 or, in either case, in the unused amount of the BorrowingRevolving Loan Commitment; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery or facsimile to the Administrative Agent of the applicable Borrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the Type of Loans, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a the Business Day, specified in such Borrowing Request. In the case of Revolving Loans, on or before 11:00 a.m., New York time, on such Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying3:00p.m., (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit AdvanceNew York time, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on case of a Base Rate Loan or the second Business Day after a Borrowing is requested on the same Business Day), each Lender that has a Revolving Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an Adjusted Libor Rate Loan as amount equal to such Revolving Lender’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Revolving Lenders. To the extent funds are received from the Revolving Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in a Notice of its Borrowing Request. No Revolving Credit Advance. If a Notice of Lender’s obligation to make any Loan shall be affected by any other Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceLender’s failure to make any Loan.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: First Lien Credit Agreement (Energy Xxi (Bermuda) LTD)
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a ------------------- notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day not more often than three prior to the date of the proposed Borrowing in the case of a Borrowing consisting of LIBO Rate Loans or (3y) times per week and Advances 11:00 A.M. (New York City time) on the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof by telecopier or telex. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed promptly in increments writing, ------------------- or telecopier or telex in substantially the form of not less than $50,000.00Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of LIBO Rate Loans, initial Interest Period for each such Loan. The Each Bank is entitled shall, before 1:00 P.M. (New York City time) on the date of such Borrowing make available for the account of its Applicable Lending Office to rely the Agent at the Agent's Account, in same day funds, such Bank's ratable portion of such Borrowing. After the Agent's receipt of such funds and act upon requests made or purportedly made by a Responsible Officer fulfillment of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingthe applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at the Agent's address referred to in Section 10.2.
(b) Anything in subsection (a) above to the contrary notwithstanding, (i) the authenticity and validity Borrower may not select LIBO Rate Loans for any Borrowing if the aggregate amount of any such transaction so acted upon by Borrowing is less than $5,000,000 or if the Bank once obligation of the Bank has made an Advance and has deposited Banks to make LIBO Rate Loans shall then be suspended pursuant to Section 4.2, 4.3 or transferred such funds as requested in any such Notice of Revolving Credit Advance, 4.6 and (ii) the Borrowers' liability and responsibility thereforLIBO Rate Loans may not be outstanding as part of more than eight separate Borrowings.
B. Each Notice (c) Unless the Agent shall have received notice from a Bank prior to the time of Revolving Credit Advance shall be irrevocable and binding 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 Borrowersdate of such Borrowing in accordance with subsection (a) of this Section 3.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. The Borrowers covenant 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 assume liability repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for and each day from the date such amount is made available to protectthe Borrower until the date such amount is repaid to the Agent, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, at (i) any action in the case of the Bank pursuant Borrower, the interest rate applicable at the time to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, Loans comprising such Borrowing and (ii) in the breach case of such Bank, the Federal Funds Rate. If such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such Borrowing for purposes of this Agreement.
(d) The failure of any provisions Bank to make the Loan to be made by it as part of this Fourth Restated Agreement by any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which date of such Borrowing, but no Bank shall not be earlier than responsible for the Business Day a Borrowing is requested on a Base Rate failure of any other Bank to make the Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received to be made by the such other Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advanceany Borrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Senior Revolving Loan Agreement (Consol Energy Inc)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account (Borrowing, the ------------------- "Funding Account") Designated Company shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the Bank into which account all Advances on second sentence of Section 11.01(b) and the Revolving Credit Loans will be made.
A. Advances on second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Revolving Credit Loans Administrative Agent not later than 10:00 a.m., London time, three (3) Business Days before the date of the proposed Borrowing. Each Borrowing Request shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the names of the Co-Borrower(s) requesting such Borrowing(s) and the aggregate amount of the Borrowingsuch Borrowing(s);, and together with a schedule attached to such Borrowing Request, which schedule shall 1060441.101066947.03-CHISR01A - MSW
(ii) the requested date of the Borrowing. Each Borrowing such Borrowing(s), which shall be made on a Business Day not more often than three (3and in the case of the Aleris Incremental Term Loans, occurring(x) times per week and Advances such Business Day shall be in increments of not less than $50,000.00. The Bank is entitled occur on or prior to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit AdvanceAleris Incremental Commitment Termination Date, and (iiy) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance such date shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree date that the Aleris Incremental Term Loans are to assume liability for and to protect, indemnify and save be funded into the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank Escrow Account pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or Section 2.21);
(iii) the transfer initial Interest Period to be applicable to each such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period” (and, in the case of the initial Interest Period applicable to Aleris Incremental Term Loans funded into the Escrow Account, shall be an Interest Period of one month);
(iv) the location and number of such Co-Borrowers’ account(s) to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c); provided that, in the case of a Borrowing of Aleris Incremental Term Loans, such account shall be the Escrow Account; and
(v) in the case of the initial Credit Extension hereunder, under the Aleris Incremental Term Loan Commitments or under any Incremental Term Loan Commitments, that the conditions set forth in Section 4.03(b) - (d) have been satisfied as of the date of the notice, and in the case of Aleris Incremental Term Loans, that the conditions referred to in Section 4.04 shall be satisfied as ofAleris Acquisition Closing Date and the Aleris Incremental Funding Date is expected to occur within three Business Days after the date designated pursuant to (i) and/or clause (ii) above.
C. If a Notice , and that the conditions referred to in Section 6 of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) Aleris Increase Joinder Amendment shall be satisfied on the Aleris Incremental Funding Date. Subject to the second proviso in the manner definition of “Interest Period,” and except as provided hereinin Section 2.21, if no Interest Period is specified with respect to any requested Eurodollar Rate Borrowing, then the Co-Borrowers shall be deemed to have selected an 1060441.101066947.03-CHISR01A - MSW Interest Period of three month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Bank will deposit Administrative Agent shall advise each Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such Lender’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain To request Loans (other than Swingline Loans), Borrower shall deliver a bank account duly completed and executed Borrowing Request to the Administrative Agent (a) in the ------------------- "Funding Account"case of Eurocurrency Loans in dollars, not later than 11:00 a.m., three Business Days before the date of the proposed Borrowing (provided, that, if Borrower wishes to request an Interest Period for such Eurocurrency Loans having a duration other than one, two, three or six months as provided in the definition of “Interest Period,” the applicable Borrowing Request 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), (b) with in the Bank into which account all Advances case of Eurocurrency Loans in an Alternate Currency (other than any Special Notice Currency), not later than 11:00 a.m., four Business Days before the date of the proposed Borrowing (provided, that, if Borrower wishes to request an Interest Period for such Eurocurrency Loans having a duration other than one, two, three or six months as provided in the definition of “Interest Period,” the applicable Borrowing Request must be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the requested date of such Borrowing), (c) in the case of Eurocurrency Loans in an Alternate Currency that is a Special Notice Currency, not later than 11:00 a.m., five Business Days before the date of the proposed Borrowing (provided, that, if Borrower wishes to request an Interest Period for such Eurocurrency Loans having a duration other than one, two, three or six months as provided in the definition of “Interest Period,” the applicable Borrowing Request must be received by the Administrative Agent not later than 11:00 a.m. six Business Days prior to the requested date of such Borrowing), or (d) in the case of ABR Loans, not later than 10:00 a.m. (i) on the Revolving Credit Loans will be made.
A. Advances on date of the Revolving Credit Loans proposed Borrowing if the proposed Borrowing is in an aggregate amount equal to or less than $20.0 million and (ii) one Business Day before the date of the proposed Borrowing if the proposed Borrowing is in an aggregate amount in excess of $20.0 million. Each Borrowing Request shall be made pursuant irrevocable and shall specify the following information in compliance with Section 2.02: (A) whether the requested Borrowing is to be a Notice of Revolving Credit Advance signed by Borrowing, a Responsible Officer of LRATerm Borrowing, which is authorized by all other Borrowers to do so, specifying, an Incremental Term Borrowing or a Replacement Term Borrowing; (iB) the aggregate amount of such Borrowing; (C) the date of such Borrowing, which shall be a Business Day; (D) whether such Borrowing is to be a ABR Borrowing or Eurocurrency Borrowing; (E) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” (it being understood and agreed that the Administrative Agent shall give prompt notice to the appropriate Lenders of any request for an Interest Period having a duration other than one, two, three or six months as provided in the definition of “Interest Period,” and, not later than 11:00 a.m., (x) three Business Days before the requested date of such Borrowing denominated in dollars, or (y) four Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing denominated in an Alternate Currency, the Administrative Agent shall notify Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the appropriate Lenders); (F) the location and number of Borrower’s account to which funds are to be disbursed; (G) that the conditions set forth in Sections 4.02(b), (d) and (f) have been satisfied as of the date of the notice; and (H) in the case of Eurocurrency Borrowings in an Alternate Currency, the Alternate Currency for such Borrowing. If no election as to the Type of Loans is specified for Borrowings in dollars, then the requested Borrowing shall be for ABR Loans. If no election as to the currency of Loans is specified, then the requested Borrowing shall be in dollars. If no Interest Period is specified in the applicable Borrowing Request with respect to any requested Eurocurrency Borrowing, then Borrower shall be deemed to have selected an Interest Period of (x) three months, in the case of a Eurocurrency Term Borrowing, a Eurocurrency Incremental Term Borrowing, or a Eurocurrency Replacement Term Borrowing, and (iiy) one month, in the case of a Eurocurrency Revolving Borrowing. During the existence of a Default, no new Loans may be requested as Eurocurrency Loans without the consent of the Required Lenders. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain (a) Whenever the Borrower desires to obtain a bank account Revolving Borrowing hereunder, the Company, in its capacity as operating agent for the Borrower (acting through the ------------------- "Funding Account") with Designated Domestic Office), or the Bank into which account all Advances on Borrower shall deliver irrevocable telephonic notice to the Administrative Agent followed immediately by written notice in the form of a Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRALoan Notice, which is authorized telephonic notice must be received by all other Borrowers to do so, specifying, the Administrative Agent no later than (i) 8:00 a.m. on the aggregate amount Business Day prior to the proposed Funding Date in the case of the Borrowing, Base Rate Loans and (ii) 9:00 a.m. three Business Days in advance of the proposed Funding Date in the case of Eurodollar Rate Loans, specifying (A) the proposed Funding Date which shall be a Business Day, (B) the amount of the proposed Revolving Borrowing, (C) whether the proposed Revolving Borrowing shall consist of Base Rate Loans or Eurodollar Rate Loans, and (D) in the case of Eurodollar Rate Loans, the requested date Interest Period. Base Rate Loans made on any Funding Date shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $500,000 in excess of that amount. Eurodollar Rate Loans made on any Funding Date shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $500,000 in excess of that amount.
(b) Promptly (and in any event within two hours) after receipt of a Revolving Loan Notice (or telephone notice in lieu thereof), the Administrative Agent shall notify each Revolving Lender of the proposed Revolving Borrowing. Each Revolving Lender shall make available to the Administrative Agent its Pro Rata Revolving Share of the amount (if any) by which the principal amount of the proposed Revolving Borrowing exceeds the principal amount of the Revolving Loans (if any) maturing on the Funding Date, in same day funds, by remitting such funds to the Administrative Agent’s Office no later than 11:00 a.m. on the Funding Date. Upon satisfaction of the conditions set forth in Section 4.02, the Administrative Agent shall be make available to the Borrower on such Funding Date the aggregate of the amounts (if any) so made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon available by the Bank once the Bank has made Revolving Lenders by causing an Advance and has deposited or transferred amount of same day funds equal to such funds as requested in any such Notice of Revolving Credit Advance, and aggregate amount (iiif any) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in Administrative Agent to be credited to the manner provided hereinaccount of the Borrower at the Administrative Agent’s Office. To the extent that Eurodollar Rate Loans made by the Revolving Lenders mature on any Funding Date, the Bank will deposit Revolving Lenders shall apply the Advance in immediately available funds in proceeds of the Revolving Loans made on such Funding Account on Date, to the requested Borrowing Date which shall not extent thereof, to the repayment of such maturing Revolving Loans, such Revolving Loans and repayments intended to be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advancecontemporaneous exchange.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Mattel Inc /De/)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account Borrowing (the ------------------- "Funding Account"subject to Section 2.17(e) with respect to European Swingline Loans), the Bank into which account all Advances Administrative Borrower, on behalf of the applicable Borrower, shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the second sentence of Section 11.01(b) and the second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Administrative Agent (i) (A) prior to the USD LIBOR Transition Date, in the case of a Eurocurrency Borrowing, not later than 12:00 noon, New York time, three (3) Business Days before the date of the proposed Borrowing, or (B) thereafter, in the case of a Borrowing of Term SOFR Rate Loans, not later than 12:00 noon, New York time, three (3) RFR Business Days before the date of the proposed Borrowing, (iiiii) in the case of a EURIBOR Borrowing, not later 11:00 a.m. London time, three (3) Business Days before the date of the proposed Borrowing, (iviii) in the case of a Borrowing of RFR Loans (other than Term SOFR Rate Loans), not later than 11:00 a.m. London time, five (5) RFR Business Days before the date of the proposed Borrowing or (iv) in the case of a Base Rate Borrowing, not later than 12:00 noon, New York time, on the Revolving Credit Loans will be made.
A. Advances on date of the Revolving Credit Loans proposed Borrowing. All Borrowing Requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowings shall not be made pursuant until the completion of) the Administrative Agent’s authentication process (with results satisfactory to a Notice the Administrative Agent) prior to the funding of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, any such requested Borrowing. Each Borrowing Request shall be irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the aggregate amount of the such Borrowing, and ;
(ii) the requested date of such Borrowing, which shall be a Business Day;
(iii) whether such Borrowing shall constitute a Borrowing of U.S. Revolving Loans, U.K. Revolving Loans, German Revolving Loans or Swiss Revolving Loans;
(iv) in the case of Dollar Denominated Loans, whether such Borrowing is to be (x) a Base Rate Borrowing or (y) (I) prior to the USD LIBOR Transition Date, a Eurocurrency Borrowing or (II) thereafter, a SOFR Ratea Term SOFR Borrowing; provided, that Base Rate Borrowings may only be made to U.S. Borrowers or to the Canadian Borrower;
(v) (x) in the case of U.S. Revolving Loans, whether such Borrowing is to be made to the U.S. Borrowers or the Canadian Borrower, and the names of the applicable Borrowers and (y) in the case of a German Revolving Loan or a Swiss Revolving Loan, the names of the applicable Borrowers;
(vi) in the case of a Eurocurrency Borrowing, EURIBOR Borrowing or a Term RFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated, as applicable, by the definition of the term 1209502.04-CHISR02A - MSW “Eurocurrency Interest Period,” “EURIBOR Interest Period” or “Term RFR Interest Period” (and shall not have been removed pursuant to Section 2.11(d));
(vii) the location and number of the applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c);
(viii) that the conditions set forth in Section 4.02(b) through (d) have been satisfied as of the date of the notice; and
(ix) in the case of a Borrowing in an Alternate Currency, the Approved Currency for such Borrowing. Each If no election as to the Type of Borrowing is specified with respect to a Borrowing of Dollar Denominated Loans made to U.S. Borrowers or to the Canadian Borrower, then the requested Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, EURIBOR Borrowing or a Term RFR Borrowing, then the second Business Day after Administrative Borrower on behalf of the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing is requested on an Adjusted Libor Rate Loan as specified Request in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided hereinaccordance with this Section, the Bank will deposit Administrative Agent shall advise each applicable Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain a bank account (a) With the ------------------- "Funding Account") with exception of the Bank into which account all Advances Loans made on the Revolving Credit Effective Date, the Loans will be made.
A. Advances on the Revolving Credit Loans under Sections 2.01 and 2.02 shall be made pursuant upon at least three (3) full Business Days' prior notice from the Company to the Agent and each Bank (a "Notice of Revolving Credit Advance signed by a Responsible Officer Borrowing"). Each such Notice of LRA, which is authorized by all other Borrowers to do so, specifying, Borrowing shall specify (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit LoansDate, (ii) the breach total amount of any provisions the proposed Loans (which shall be for not less than $250,000 and in an integral multiple of this Fourth Restated Agreement by any Loan Party; or $250,000), and (iii) whether such Loans are to be Prime Rate Loans or LIBOR Loans, and if such Loans are to be LIBOR Loans, the transfer of funds pursuant to Rate Period applicable thereto.
(b) In connection with each Revolving Credit Borrowing, the Company shall (i) and/or (ii) above.
C. If deliver, prior to the Borrowing Date set forth in the Notice of Borrowing related to such Revolving Credit Borrowing, to the Agent, with a copy to each Bank, a Borrowing Base Certificate showing a Borrowing Base that is greater than or equal to the amount of the Revolving Credit Borrowing referred to in such Notice of Borrowing plus the principal amount of Revolving Credit Advance is received Loans outstanding on such date.
(c) The failure of any Bank to make the Loan(s) to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan(s) on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Loan(s) to be made by such other Bank on the date of any Borrowing.
(d) Not later than 11:00 a.m. (Dallas time) on the Borrowing Date for each Borrowing, each Bank shall make its Ratable Share of such Borrowing available at the Office of the Agent in immediately available funds. On each Borrowing Date, provided each Bank shall have made its Ratable Share of the applicable Borrowing available to the Agent as required by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereinimmediately preceding sentence, the Bank will deposit Agent shall pay the Advance proceeds of such Borrowing in immediately available funds in to or upon the Funding Account on order of the requested Borrowing Date which shall not be earlier Company no later than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (HoustonDallas time).
(e) Unless the Agent shall have received notice from a Bank prior to the date of any Borrowing that such Bank will not make available to the Agent such Bank's Ratable Share of such Borrowing, Texas time) the Agent may assume that such Bank shall, has made such Ratable Share available to the Agent on the requested date of such Borrowing Date which in accordance with Subsection 2.03(d), and the Agent may, in reliance upon such assumption, make available to the Company on such date a corresponding amount. If and to the extent such Bank shall not be earlier than have so made such Ratable Share available to the second Agent, such Bank, upon demand, and the Company, within three (3) Business Day Days after receiptdemand, issue severally agree to repay to the Letter Agent such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Company until the date such amount is repaid to the Agent, at the federal funds rate. If such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of Credit as specified by LRA and deliver same as directed by LRAsuch Borrowing for purposes of this Agreement.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made upon prior written notice from the Applicable Borrower to the Applicable Agent in the form of Exhibit E (a “Notice of Borrowing”). Such Notice of Borrowing shall be delivered to the Applicable Agent,
(a) in the case of Revolving Borrowings that are CB Floating Rate Loans, not later than 10:00 a.m., Houston Time, on a Business Day the requested Borrowing Date;
(b) in the case of Eurocurrency Borrowings that are denominated in US Dollars, not more often later than 10:00 a.m., Local Time, three (3) times per week and Advances Business Days prior to the requested Borrowing Date;
(c) in the case of Alternative Currency Loans, as provided in Section 2.4(c); and
(d) in the case of Swingline Loans, as provided in Section 2.6; provided that any such notice of a CB Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.7(d) may be given not later than 9:00 a.m., Houston Time, on the date of the proposed Borrowing. Each Notice of Borrowing shall be in increments of not less than $50,000.00. The Bank is entitled to rely irrevocable and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, specify (i) the authenticity and validity identity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and Applicable Borrower; (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action aggregate principal amount of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Partyrequested Borrowing; or (iii) the transfer of funds pursuant to currency in which such Borrowing shall be denominated (iwhich shall be a currency permitted by Section 2.2(b)); (iv) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date (which shall not be earlier than the a Business Day with respect to such Borrowing); (v) the Class and Type of Borrowing requested; (vi) with respect to any Eurocurrency Borrowing or CDOR Borrowing, the Interest Period to be applicable to such Borrowing (which shall be a period contemplated by the definition of the term “Interest Period”); and (vii) the location and number of the Applicable Borrower’s account in which the proceeds of the requested Borrowing are to be deposited or, in the case of a CB Floating Rate Borrowing requested to finance the reimbursement of an LC Disbursement as contemplated by Section 2.7(d), the identity and the account of the Issuing Bank to be reimbursed. If no currency is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (HoustonBorrowing, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which (x) if to the Borrower, shall not be earlier than denominated in US Dollars; (y) if to the first Business Day after a Canadian Borrower, shall be denominated in Canadian Dollars; and (z) if to the UK Borrower, shall be denominated in Sterling. If no election as to the Type of Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (HoustonBorrowing, Texas time) the Bank shall, on the requested Borrowing Date shall be (A) if denominated in US Dollars, a CB Floating Rate Borrowing; (B) if denominated in Canadian Dollars, a Canadian Prime Borrowing; and (C) if denominated in Sterling or Euro, a Eurocurrency Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing or CDOR Borrowing, the Applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly upon its receipt of a Notice of Borrowing, the Applicable Agent shall advise each Lender that will make a Loan as part of the requested Borrowing of the details thereof, the identity of the Applicable Borrower, the currency in which such Revolving Borrowing is to be denominated, the amount of such Lender’s Loan to be made as part of the requested Borrowing, the interest rate option and, if any, the Interest Period selected, and the proposed Borrowing Date. The Applicable Borrower may give the Applicable Agent telephonic notice by the required time of any proposed Borrowing under this Section 2.3; provided that such telephonic notice shall not be earlier than irrevocable and shall be promptly confirmed in writing by delivery to the second Business Day after receipt, issue the Letter Applicable Agent of Credit as specified a Notice of Borrowing. Neither any Applicable Agent nor any Lender shall incur any liability to any Borrower or any other Person in acting upon any telephonic notice referred to above which such Applicable Agent believes in good faith to have been given by LRA and deliver same as directed by LRAany Borrower or for otherwise acting in good faith under this Section 2.3.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (a) Each borrowing by the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Borrower hereunder shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) in the case of any Eurodollar Loan, in an aggregate amount of not less than the Borrowing, and Dollar Equivalent Value of $3,000,000 or an integral multiple of the Dollar Equivalent Value of $1,000,000 in excess thereof; or (ii) in the requested date case of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be any Base Rate Loan, in increments an aggregate amount of not less than $50,000.001,000,000 or an integral multiple of $500,000 in excess thereof. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers Each Loan shall be unconditionally and absolutely estopped made upon prior written notice from denying, the Borrower to the Agent in the form of Exhibit B hereto (the "Notice of Borrowing") delivered to the Agent not later than 10:00 (Dallas time) at least (i) four Business Days prior to the authenticity and validity requested Borrowing Date in the case of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Alternate Currency Loans, (ii) three Business Day prior to the breach Borrowing Date, if such borrowing consists of any provisions Eurodollar Loans denominated in Dollars; and (iii) on the requested Borrowing Date, if such borrowing consists of this Fourth Restated Agreement by any Base Rate Loans denominated in Dollars. Each Notice of Borrowing shall be irrevocable and shall specify (i) the amount of the proposed borrowing in Dollars or Alternate Currencies, as the case may be, and of each Loan Partycomprising a part thereof; or (ii) the Borrowing Date; (iii) the transfer Type of funds pursuant Loan requested; (iv) with respect to any Eurodollar Loan, the Interest Period with respect to each such Loan and the Expiration Date of each such Interest Period (iprovided, that there shall not be more than seven (7) and/or Interest Periods in effect at any one time under this Agreement); and (iiv) above.
C. If the demand deposit account of the Borrower at the Agent's Domestic Lending Office with which the proceeds of the borrowing are to be deposited. Promptly upon its receipt of a Notice of Revolving Credit Advance is received Borrowing, the Agent shall deliver by telefacsimile a copy thereof to each Bank. The Borrower may give the Agent telephonic notice by the required time of any proposed borrowing under this Section 2.2(a); provided, that such telephonic notice shall be promptly confirmed in writing by delivery to the Agent of a Notice of Borrowing. Neither the Agent nor any Bank before 12:00 p.m. shall incur any liability to the Borrower in acting upon any telephonic notice referred to above which the Agent believes in good faith to have been given by the Borrower or for otherwise acting in good faith under this Section 2.2(a).
(Houstonb) Unless the Agent shall have received notice from a Bank (which must be received, Texas time) except in the manner provided hereincase of Base Rate Loans, at least one Business Day prior to the date of any borrowing) that such Bank will not make available to the Agent such Bank's Pro Rata Percentage of such borrowing as and when required hereunder, the Agent may assume that such Bank will deposit has made such portion available to the Advance Agent on the date of such borrowing in accordance with Section 2.1(c), and the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. The Agent shall give notice to the Borrower of any notice the Agent receives under this Section 2.2(b), provided that the Agent shall not be liable for the failure to give such notice. If and to the extent any Bank shall not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Funding Account Borrower such amount, that Bank shall on the requested Borrowing Date which shall not be earlier than the Business Day a following such Borrowing Date make such amount available to the Agent, together with interest at the Federal Funds Rate or, in the case of any borrowing consisting of Alternate Currency Loans, the Overnight Rate, for each day during such period. A notice of the Agent submitted to any Bank with respect to amounts owing under this subsection (b) shall be conclusive, absent manifest error. If such amount is requested so made available, such payment to the Agent shall constitute such Bank's Loan on a Base Rate Loan or the second date of borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received following the borrowing date, the Agent will notify the Borrower by the Bank after 12:00 p.m. (Houstonnext succeeding Business Day of such failure to fund and, Texas time) in upon demand by the manner provided hereinAgent, the Borrower shall pay such amount to the Agent for the Agent's account, together with interest thereon for each day elapsed since the date of such borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such borrowing.
(c) The failure of any Bank will deposit to make the Advance in immediately available funds in the Funding Account Loan to be made by it as part of any borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the requested Borrowing Date which date of such borrowing, but no Bank shall not be earlier than responsible for the first Business Day after a Borrowing is requested failure of any other Bank to make the Loan to be made by such other Bank on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advanceany borrowing.
D. If (d) The Dollar Equivalent Value of any borrowing of Alternate Currency Loans will be determined by the Bank shall receive an Application Agent for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, such borrowing on the requested Borrowing Computation Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRAtherefor in accordance with Section 3.2(a).
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain In the case of Revolving Loans, by delivering a bank account (Borrowing Request to the ------------------- "Funding Account") with Administrative Agent on or before noon, New York time, on a Business Day, the Bank into which account all Advances Borrower may from time to time irrevocably request, on the Revolving Credit Loans will same Business Day’s notice in the case of Base Rate Loans, or three Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days’ notice, that a Borrowing be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (ia) in the case of LIBO Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000, (b) in the case of Base Rate Loans, in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000 or, in either case, in the unused amount of the BorrowingRevolving Loan Commitment; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery, electronic mail or facsimile to the Administrative Agent of the applicable Borrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the Type of Loans, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a the Business Day, specified in such Borrowing Request. In the case of Revolving Loans, on or before 11:00 a.m., New York time, on such Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying3:00p.m., (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit AdvanceNew York time, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on case of a Base Rate Loan or the second Business Day after a Borrowing is requested on the same Business Day), each Lender that has a Revolving Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an Adjusted Libor Rate Loan as amount equal to such Revolving Lender’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Revolving Lenders. To the extent funds are received from the Revolving Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in a Notice of its Borrowing Request. No Revolving Credit Advance. If a Notice of Lender’s obligation to make any Loan shall be affected by any other Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceLender’s failure to make any Loan.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: First Lien Credit Agreement (Energy Xxi (Bermuda) LTD)
Borrowing Procedure. The Borrowers will maintain Borrower shall give the Administrative Agent notice by means of a bank account (Loan Request Form of each requested Loan at least one Business Day before the ------------------- "Funding Account") with requested date of each Base Rate Loan and at least three Business Days before the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice requested date of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do soeach Eurodollar Loan, specifying, : (i) the aggregate amount of the Borrowing, and (iia) the requested date of such Loan (which shall be a Business Day), (b) the Borrowingamount of such Loan, (c) the Type of the Loan, and (d) in the case of a Eurodollar Loan, the duration of the Interest Period for such Loan. The Administrative Agent at its option may accept telephonic requests for Loans, provided that such acceptance shall not constitute a waiver of the Administrative Agent's right to delivery of a Loan Request Form in connection with subsequent Loans. Any telephonic request for a Loan by the Borrower shall be promptly confirmed by submission of a properly completed Loan Request Form to the Agent. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances Loan shall be in increments a minimum principal amount of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer the lesser of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity unused amount of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited Commitment or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) $500,000 and in integral multiples of $100,000. The aggregate principal amount of Eurodollar Loans having the Borrowers' liability same Interest Period shall be at least equal to $500,000. The Administrative Agent shall notify each Bank of the contents of each such notice. Not later than 12:00 Noon, New York, New York time on the date specified for each Loan hereunder, each Bank will make available to the Administrative Agent at the Principal Office in immediately available funds, for the account of the Borrower, its pro rata share of each Loan. After the Administrative Agent's receipt of such funds and responsibility therefor.
B. Each Notice subject to the other terms and conditions of Revolving Credit Advance this Agreement, the Administrative Agent will make each Loan available to the Borrower by either depositing the same, in immediately available funds, in an account of the Borrower (designated by the Borrower) maintained with the Administrative Agent at the Principal Office or wiring the funds to an account as designated by the Borrower in writing. All notices under this Section shall be irrevocable and binding shall be given not later than 12:00 Noon, New York, New York, time on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, day which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier less than the number of Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as Days specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advanceabove for such notice.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account Borrowing (the ------------------- "Funding Account"subject to Section 2.17(e) with respect to European Swingline Loans), the Bank into which account all Advances Administrative Borrower, on behalf of the applicable Borrower, shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative 1096351.01A-CHISR01A1096355.04J-CHISR01A - MSW Agent, by an electronic communication in accordance with the second sentence of Section 11.01(b) and the second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Administrative Agent (i) (A) prior to the USD LIBOR Transition Date, in the case of a Eurocurrency Borrowing (other than a Eurocurrency Borrowing made in GBP), not later than 12:00 noon, New York time, three (3) Business Days before the date of the proposed Borrowing, (iior (B) thereafter, in the case of a Borrowing of SOFR Rate Loans, not later than 12:00 noon, New York time, three (3) RFR Business Days before the date of the proposed Borrowing, (iii) in the case of a EURIBOR Borrowing, or a Eurocurrency Borrowing made in GBP, not later than 11:00 a.m., London time, three (3) Business Days before the date of the proposed Borrowing, or (iiiiv) in the case of a Borrowing of RFR Loans (other than SOFR Rate Loans), not later than 11:00 a.m. London time, five (5) RFR Business Days before the date of the proposed Borrowing or (iv) in the case of a Base Rate Borrowing, not later than 12:00 noon, New York time, on the Revolving Credit Loans will be made.
A. Advances on date of the Revolving Credit Loans proposed Borrowing. All Borrowing Requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowings shall not be made pursuant until the completion of) the Administrative Agent’s authentication process (with results satisfactory to a Notice the Administrative Agent) prior to the funding of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, any such requested Borrowing. Each Borrowing Request shall be irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the aggregate amount of the such Borrowing, and ;
(ii) the requested date of the such Borrowing. Each Borrowing , which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.Day;
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer whether such Borrowing shall constitute a Borrowing of funds pursuant to U.S. Revolving Loans, U.K. Revolving Loans, German Revolving Loans or Swiss Revolving Loans;
(i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas timeiv) in the manner provided hereincase of Dollar Denominated Loans, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a whether such Borrowing is requested on to be (x) a Base Rate Loan Borrowing or (y) (I) prior to the second Business Day after USD LIBOR Transition Date, a Eurocurrency Borrowing or (II) thereafter, a SOFR Rate Borrowing; provided, that Base Rate Borrowings may only be made to U.S. Borrowers or to the Canadian Borrower, whether such Borrowing is requested on an Adjusted Libor to be a Base Rate Loan as specified in Borrowing or a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. Eurocurrency Borrowing;
(Houston, Texas timev) (x) in the manner provided hereincase of U.S. Revolving Loans, whether such Borrowing is to be made to the U.S. Borrowers or the Canadian Borrower, and the names of the applicable Borrowers and (y) in the case of a German Revolving Loan or a Swiss Revolving Loan, the Bank will deposit names of the Advance in immediately available funds applicable Borrowers;
(vi) in the Funding Account on case of a Eurocurrency Borrowing or, EURIBOR Borrowing or a Term RFR Borrowing, the requested Borrowing Date initial Interest Period to be applicable thereto, which shall not be earlier than a period contemplated, as applicable, by the first Business Day after a Borrowing is requested on a Base Rate Loan definition of the term “Eurocurrency Interest Period,” or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. “EURIBOR Interest Period” or “Term RFR Interest Period” (Houston, Texas time) the Bank shall, on the requested Borrowing Date which and shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.have been removed pursuant to Section 2.11(d));
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain (a) Each borrowing by a bank account Borrower hereunder shall be (i) in the ------------------- "Funding Account"case of any LIBOR Rate Loan, in an aggregate amount of not less than $500,000 or an integral multiple of $500,000 in excess thereof; or (ii) with in the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans case of any Base Rate Loan, in an aggregate amount of not less than $500,000 or an integral multiple of $500,000 in excess thereof. Each Loan shall be made pursuant upon prior written notice from the Parent, on behalf of the Borrowers, to the Agent in the form of EXHIBIT C hereto (the "Notice of Borrowing") delivered to the Agent not later than 11:30 a.m. (Houston time) (i) on the third Business Day prior to the Borrowing Date, if such borrowing consists of LIBOR Rate Loans; and (ii) on the Business Day prior to the Borrowing Date, if such borrowing consists of Base Rate Loans. Each Notice of Borrowing shall be irrevocable and shall specify (i) the amount of the proposed borrowing and of each Loan comprising a part thereof; (ii) the Borrowing Date; (iii) the Type of Loan requested; (iv) with respect to any LIBOR Rate Loan, the Rate Period with respect to each such Loan and the Expiration Date of each such Rate Period (PROVIDED, that there shall not be more than five (5) Rate Periods in effect at any one time under this Agreement); and (v) the demand deposit account of the Borrowers at the Agent's Domestic Lending Office with which the proceeds of the borrowing are to be deposited. Promptly upon its receipt of a Notice of Revolving Credit Advance signed Borrowing, the Agent shall deliver by fax a Responsible Officer copy thereof to each Bank. The Parent may give the Agent telephonic notice by the required time of LRAany proposed borrowing under this Section 2.2(a); PROVIDED, that such telephonic notice shall be promptly confirmed in writing by delivery to the Agent of a Notice of Borrowing. Neither the Agent nor any Bank shall incur any liability to the Borrowers in acting upon any telephonic notice referred to above which the Agent believes in good faith to have been given by the Parent or for otherwise acting in good faith under this Section 2.2(a).
(b) Unless the Agent shall have received notice from a Bank prior to the date of any borrowing that such Bank will not make available to the Agent such Bank's Pro Rata Percentage 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 Section 2.1(c), and the Agent may, in reliance upon such assumption, make available to the Borrowers on such date a corresponding amount. If and to the extent that such Bank shall not have so made its Pro Rata Percentage available to the Agent, such Bank and the Borrowers (without duplication) 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 authorized by all other made available to the Borrowers until the date such amount is repaid to do so, specifyingthe Agent, (i) in the aggregate amount case of the BorrowingBorrowers, at the interest rate applicable at the time to Loans comprising such borrowing, and (ii) in the requested case of such Bank, at the Federal Funds Effective Rate. If such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such borrowing for purposes of this Agreement.
(c) The failure of any Bank to make the Loan to be made by it as part of any borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of the Borrowing. Each Borrowing such borrowing, but no Bank shall be made on a Business Day not more often than three (3) times per week and Advances shall responsible for the failure of any other Bank to make the Loan to be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) such other Bank on the authenticity and validity date of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility thereforborrowing.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Revolving Credit Agreement (Cross Continent Auto Retailers Inc M&l)
Borrowing Procedure. The Borrowers will maintain Each Borrowing, each conversion of a bank account (Borrowing from one Type to the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans other, and each continuation of a SOFR Borrowing shall be made upon Borrower’s irrevocable notice to Administrative Agent, which may be given by telephone. Each such notice must be received by Administrative Agent not later than 11:00 a.m. (i) three (3) U.S. Government Securities Business Days prior to the requested date of any Borrowing of, conversion to or continuation of a SOFR Borrowing or of any conversion of a SOFR Borrowing to a Base Rate Borrowing and (ii) on the requested date of any Base Rate Borrowing. Each telephonic notice by Borrower pursuant to this Section 2.1(b) must be confirmed promptly by delivery to Administrative Agent of a Notice of Revolving Credit Advance written Borrowing Request, appropriately completed and signed by a Responsible Officer of LRA▇▇▇▇▇▇▇▇. Each Borrowing of, which is authorized by all other Borrowers conversion to do soor continuation of a SOFR Borrowing shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Except as provided in Section 2.2(c) and Section 2.3(c), specifying, each Borrowing of or conversion to a Base Rate Borrowing shall be in a principal amount of $250,000 or a whole multiple of $50,000 in excess thereof; provided that a Base Rate Borrowing may be in an amount equal to the Revolving Credit Availability. Each Borrowing Request (whether telephonic or written) shall specify (i) the aggregate amount of the whether Borrower is requesting a Borrowing, and a conversion of Borrowings from one Type to the other, or a continuation of Borrowings, (ii) the requested date of the Borrowing. Each Borrowing , conversion or continuation, as the case may be (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denyingDay), (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer principal amount of funds pursuant Borrowings to be borrowed, converted or continued, (iiv) and/or the Type of Borrowings to be borrowed or to which existing Borrowings are to be converted, (iiv) above.
C. If a Notice if applicable, the duration of the Interest Period with respect thereto, and (vi) the amount of the then effective Borrowing Base, the amount of the then effective Aggregate Elected Commitment Amounts, the current total Revolving Credit Advance is received by Exposure of the Bank before 12:00 p.m. Revolving Credit Lenders (Houstonwithout regard to the requested Borrowing) and the pro forma total Revolving Credit Exposure of the Revolving Credit Lenders (giving effect to the requested Borrowing). If Borrower fails to specify a Type of Borrowing in a Borrowing Request or if Borrower fails to give a timely notice requesting a conversion or continuation, Texas timethen the applicable Borrowings shall be made as, or converted to, Base Rate Borrowings. Any such automatic conversion to Base Rate Borrowings shall be effective as of the last day of the Interest Period then in effect with respect to the applicable SOFR Borrowings. If Borrower requests a Borrowing of, conversion to, or continuation of a SOFR Borrowing in any such Borrowing Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) in month. For the manner provided hereinavoidance of doubt, as of the Closing Date, the Bank will deposit the Advance in immediately only Type of Borrowings available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a to Borrower are SOFR Borrowings and Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowings.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain To request a bank account Revolving Borrowing, the Borrower shall notify the Administrative Agent of such request by telecopy or electronic transmission (if arrangements for doing so have been approved by the ------------------- "Funding Account"Administrative Agent, which approval shall not be unreasonably withheld, conditioned or delayed) with or telephone (promptly confirmed by telecopy) (i) in the Bank into which account all Advances case of a Borrowing of Eurodollar Rate Loans, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (ii) in the case of a Borrowing of Base Rate Loans (other than Swingline Loans), not later than 11:00 a.m., New York City time, on the Revolving Credit Loans will be made.
A. Advances on Business Day of the Revolving Credit Loans proposed Borrowing. Each such telephonic Notice of Borrowing shall be made pursuant irrevocable, subject to Sections 2.09 and 3.01, and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Notice of Revolving Credit Advance Borrowing in a form approved by the Administrative Agent and signed by a Responsible Officer the Borrower. Each such telephonic and written Notice of LRA, which is authorized by all other Borrowers to do so, specifying, Borrowing shall specify the following information in compliance with Section 2.02:
(ia) the aggregate amount of such Borrowing; 18-22178-rdd Doc 51-1 Filed 02/06/18 Entered 02/06/18 17:00:35 Exhibit Pg 77 of 432
(b) the date of such Borrowing, and which shall be a Business Day;
(iic) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of Eurodollar Rate Loans;
(d) in the case of a Borrowing of Eurodollar Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”;
(e) the requested location and number of the account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02; and
(f) that the conditions set forth in Section 4.01 or Section 4.02, as applicable, are satisfied or waived as of the date of the Borrowingnotice. Each If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances Borrowing of Base Rate Loans. If no Interest Period is specified with respect to any requested Borrowing of Eurodollar Rate Loans, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration (subject to the proviso in increments clause (d) above). Promptly following receipt of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of Borrowing in accordance with this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereinSection 2.03, the Bank will deposit Administrative Agent shall advise each Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such Lender’s Revolving Loan to be made as part of the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Abl Credit Agreement
Borrowing Procedure. The Borrowers will (a) Each advance under this Agreement shall be in an aggregate principal amount of at least $10,000.00. Any advance may be made directly to an account maintained by the Borrower with the Bank or, if the Borrower so requests and the Bank agrees, to any person on behalf of the Borrower, including a Title Insurer or its agent acting as escrow agent in connection with the purchase of a Lot. If requested by the Bank, the Borrower shall maintain a bank special checking account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will advances hereunder shall be madedeposited and against which only checks for Costs of Construction shall be drawn.
A. Advances on (b) In order for the Revolving Credit Loans Borrower to obtain an advance hereunder, the Borrower shall be made pursuant deliver to the Bank at least one (1) Business Day before the requested date of such advance, a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, Loan Application in which is authorized by all other Borrowers to do so, specifying, the Borrower shall specify or certify the following:
(i) the aggregate amount of such advance requested;
(ii) the Borrowingdate of such requested advance, which shall be a Business Day;
(iii) the Maximum Outstanding Amount, the Aggregate Deed of Trust Amount, the outstanding balance of the Revolving Line of Credit and the available amount per the most recent Borrowing Base Report, all as of the date on which such notice is given;
(iv) that no Default or Event of Default is then existing;
(v) that the advance by the Bank of the requested advance will not result in or give rise to a Default or an Event of Default; and
(vi) that the representations and warranties of the Borrower contained in this Agreement are true and correct as of the date on which such notice is given.
(c) Simultaneously with the funding by the Bank of the initial advance with respect to any Lot or Improvements, the Borrower shall cause a Title Insurer to (i) record in the Official Public Records of Real Property of the appropriate county, a Deed of Trust with respect to such Lot and the Improvements to be constructed thereon and (ii) issue the requested date Title Insurance.
(i) Simultaneously with the funding by the Bank of the Borrowing. Each Borrowing initial advance with respect to any Inventoried Lot, the Borrower shall pay to the Bank a fee in the amount of one-fourth percent ( 1/4%) of the Deed of Trust Amount of such Inventoried Lot.
(ii) Simultaneously with the funding by the Bank of the initial advance with respect to any Lot or Improvements (including any lot which was previously an Inventoried Lot) , the Borrower shall pay to the Bank a fee in the amount of one-fourth percent ( 1/4%) of the Deed of Trust Amount of such Lot or Improvements.
(e) Notwithstanding any provision to the contrary contained in this Agreement or in any other Security Instrument, in no event shall the Borrower be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely an advance hereunder, and act upon requests made or purportedly made by a Responsible Officer the Bank shall have no obligation to advance any amount hereunder, unless at the time of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, such advance
(i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested Borrower is in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and full compliance with all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice provisions of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loansthis Section 5.2, (ii) the breach no Default or Event of any provisions of this Fourth Restated Agreement by any Loan Party; or Default is then existing and (iii) such advance will not result in the transfer outstanding balance of funds pursuant to (i) and/or (ii) above.
C. If a Notice the Revolving Line of Revolving Credit Advance is received by being in excess of the Maximum Outstanding Amount. Once the Bank before 12:00 p.m. (Houstonhas received notice of a requested advance, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which such notice shall not thereafter be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advancerevocable.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Loan Agreement (Newmark Homes Corp)
Borrowing Procedure. The Borrowers will (a) Each advance under this Agreement shall be in an aggregate principal amount of at least $10,000.00. Any advance may be made directly to an account maintained by the Company with the Bank or, if the Company so requests and the Bank agrees, to any person on behalf of the Company, including a Title Insurer or its agent acting as escrow agent in connection with the purchase of a Lot. If requested by the Bank, the Company shall maintain a bank special checking account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will advances hereunder shall be madedeposited and against which only checks for Costs of Construction shall be drawn.
A. Advances on (b) In order for the Revolving Credit Loans Company to obtain an advance hereunder, the Company shall be made pursuant deliver to the Bank at least one (1) Business Day before the requested date of such advance, a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, Loan Application in which is authorized by all other Borrowers to do so, specifying, the Company shall specify or certify the following:
(i) the aggregate amount of such advance requested;
(ii) the Borrowingdate of such requested advance, which shall be a Business Day;
(iii) the Maximum Outstanding Amount, the Aggregate Deed of Trust Amount and the outstanding balance of the Revolving Line of Credit, all as of the date on which such notice is given;
(iv) that no Default or Event of Default is then existing;
(v) that the advance by the Bank of the requested advance will not result in or give rise to a Default or an Event of Default; and
(vi) that the representations and warranties of the Company contained in this Agreement are true and correct as of the date on which such notice is given.
(c) Simultaneously with the funding by the Bank of the initial advance with respect to any Lot or Improvements, the Company shall cause a Title Insurer to (i) record in the Official Public Records of Real Property of the appropriate county, a Deed of Trust with respect to such Lot and the Improvements to be constructed thereon and (ii) issue the requested date Title Insurance.
(i) Simultaneously with the funding by the Bank of the Borrowing. Each Borrowing initial advance with respect to any Inventoried Lot, the Company shall pay to the Bank a fee in the amount of one-fourth percent ( 1/4%) of the Deed of Trust Amount of such Inventoried Lot.
(ii) Simultaneously with the funding by the Bank of the initial advance with respect to any Lot or Improvements (including any lot which was previously an Inventoried Lot), the Company shall pay to the Bank a fee in the amount of one-fourth percent ( 1/4%) of the Deed of Trust Amount of such Lot or Improvements.
(e) Notwithstanding any provision to the contrary contained in this Agreement or in any other Security Instrument, in no event shall the Company be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely an advance hereunder, and act upon requests made or purportedly made by a Responsible Officer the Bank shall have no obligation to advance any amount hereunder, unless at the time of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, such advance (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested Company is in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and full compliance with all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice provisions of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loansthis Section 5.2, (ii) the breach no Default or Event of any provisions of this Fourth Restated Agreement by any Loan Party; or Default is then existing and (iii) such advance will not result in the transfer outstanding balance of funds pursuant to (i) and/or (ii) above.
C. If a Notice the Revolving Line of Revolving Credit Advance is received by being in excess of the Maximum Outstanding Amount. Once the Bank before 12:00 p.m. (Houstonhas received notice of a requested advance, Texas time) in the manner provided herein, the such notice shall not thereafter be revocable. The Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.required to make
Appears in 1 contract
Sources: Loan Agreement (Newmark Homes Corp)
Borrowing Procedure. The Borrowers will In order to request a Term Loan Borrowing (c) In addition to the accounts and records referred to in Section 2.04(a) and (b), each or a Revolving Credit Borrowing, the Borrower shall notify the Administrative Agent of such Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts request by telephone not later than 12:00 p.m., New York time, (a) one Business Day before a bank account (or records and, in the ------------------- "Funding Account") with case of the Bank into which account all Advances Administrative Agent, entries in the Register, evidencing the proposed Borrowing of Eurodollar Loans on the Revolving Initial Funding Date or the Delayed Draw Funding purchases and sales by such Lender of participations in Letters of Credit and Swing Line Loans. Date and (b) three Business Days before a proposed Borrowing of Eurodollar Loans will on any other In the event of any conflict between the accounts and records maintained by the Administrative date (or, in each case, such shorter period as may be made.
A. Advances agreed by the Administrative Agent) and no Agent and the accounts and records of any Lender in respect of such matters, the Register shall later than 12:00 p.m., New York time, on the Revolving Credit Loans Business Day before the date of a proposed control in the absence of manifest error. Borrowing in the case of a Borrowing of ABR Loans. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the (d) The entries made in the Register maintained pursuant to Section 2.04(b) and (c) Administrative Agent of a Notice written Borrowing Request and shall specify the following information: shall be prima facie evidence of Revolving Credit Advance signed by a Responsible Officer the existence and amounts of LRA, which is authorized by all other Borrowers to do so, specifying, the obligations therein recorded; (i) whether the aggregate amount Borrowing then being requested is to be a Borrowing of Term Loans, Revolving provided, however, that the Borrowingfailure of any Lender or the Administrative Agent to maintain such Credit Loans, and Incremental Term Loans or Incremental Revolving Credit Loans; (ii) the requested date of accounts or any error therein shall not in any manner affect the Borrowing. Each obligations of the applicable such Borrowing (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan PartyDay); or (iii) the transfer number and location of the account to Borrower to repay the Loans in accordance with their terms. which funds are to be disbursed; (iv) the amount of such Borrowing (stated in the Available Currency); and (v) whether the Loans being made pursuant to such Borrowings are to be initially (ie) and/or (ii) above.
C. If Any Lender may request that Loans made by it hereunder be evidenced by a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houstonmaintained as ABR Loans or Eurodollar Loans and, Texas time) in the manner provided hereinif Eurodollar Loans, the Bank will deposit Interest Period with promissory note. In such event, the Advance in immediately available funds in Borrowers shall execute and deliver to such Lender a respect thereto (provided that, the Funding Account on the requested Borrowing Date which Borrower shall not be permitted to request a Eurodollar promissory note payable to such Lender and its registered assigns and in the form attached hereto Borrowing with an Interest Period in excess of one month until the earlier than of (x) the Business Day date the as Exhibit G. Notwithstanding any other provision of this Agreement, in the event any Lender Administrative Agent shall have notified the Borrower that the primary syndication of the Loans shall request and receive such a promissory note, the interests represented by such note shall at all has been completed (which notice shall be given as promptly as practicable) and (y) the date that times thereafter (including after any assignment of all or part of such interests pursuant to Section is 30 days after the Closing Date); provided, however, that the initial Interest Period of any 9.04) be represented by one or more promissory notes payable to the payee named therein or its Eurodollar Borrowing is requested made on the Initial Funding Date or the Delayed Draw Funding Date shall registered assigns. end on a Base Rate Loan or date reasonably satisfactory to the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as Administrative Agent specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (HoustonBorrower in such Borrowing Request; provided, Texas time) however, that, notwithstanding any contrary specification in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.SECTION
Appears in 1 contract
Sources: Credit Agreement (Sothebys)
Borrowing Procedure. The Borrowers will maintain In order to request a bank account Borrowing, the Borrower shall notify the Administrative Agent of such request by irrevocable written notice (the ------------------- "Funding Account") in accordance with the Bank into which account all Advances immediately succeeding sentence) (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m. three Business Days before a proposed Borrowing (or, in the case of any Eurodollar Borrowing to be made on the Revolving Credit Loans will be made.
A. Advances Closing Date, not later than 12:00 p.m. on the Revolving Credit Loans Business Day immediately preceding the Closing Date) and (b) in the case of an ABR Borrowing, not later than 11:00 a.m. one Business Day before a proposed Borrowing. Each such notice shall be made pursuant in the form of a Borrowing Request and shall be delivered to a Notice of Revolving Credit Advance signed the Administrative Agent by a Responsible Officer of LRAhand delivery or fax, which is authorized by all other Borrowers to do so, specifying, and shall specify the following information: (i) the aggregate amount of the whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing, and ; (ii) the requested date of the Borrowing. Each such Borrowing (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan PartyDay); or (iii) the transfer number and location of the account to which funds pursuant are to be disbursed; (iiv) and/or the amount of such Borrowing; and (iiv) above.
C. If if such Borrowing is to be a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereinEurodollar Borrowing, the Bank will deposit initial Interest Period or Interest Periods with respect thereto; provided, however, that notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the Advance requirements set forth in immediately available funds Section 2.02. If no election as to the Type of Borrowing is specified in the Funding Account on any such notice, then the requested Borrowing Date which shall not be earlier than the Business Day a an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice any such notice, then the Borrower shall be deemed to have selected an Interest Period of Revolving Credit Advanceone month’s duration. If a Notice The Administrative Agent shall promptly advise the applicable Lenders of Revolving Credit Advance is received by any notice given pursuant to this Section 2.03 (and the Bank after 12:00 p.m. (Houstoncontents thereof), Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on and of each Lender’s portion of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. (a) The Borrowers will maintain a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Term Loan Borrowing shall be made pursuant to on the Closing Date following receipt of a Notice of Revolving Credit Advance signed Borrowing given by a Responsible Officer the Borrower to the Administrative Agent not later than 11:00 a.m. (New York City time) three Business Days prior to the Closing Date. The Notice of LRA, which is authorized by all other Borrowers to do so, specifying, Borrowing shall specify (i) the Closing Date and (ii) the aggregate amount of the proposed Term Loan Borrowing. The Term Loan shall be made as a EuroDollar Rate Loan.
(b) The Administrative Agent shall give to each Lender prompt notice of the Administrative Agent's receipt of a Notice of Borrowing and the applicable interest rate determined pursuant to Section 2.10(a) (Determination of Interest Rate). Each Lender shall, before 11:00 a.m. (New York time) on the Closing Date, make available to the Administrative Agent at its address referred to in Section 8.8 (Notices, Etc.), in immediately available funds, such Lender's Ratable Portion of such proposed Borrowing. Upon fulfillment (or due waiver in accordance with Section 8.1 (Amendments, Waivers, Etc.)) on the Closing Date, of the applicable conditions set forth in Section 3.1 (Conditions Precedent) and after the Administrative Agent's receipt of such funds, the Administrative Agent shall make such funds available to the Borrower.
(c) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any proposed Borrowing that such Lender will not make available to the Administrative Agent such Lender's Ratable Portion of such Borrowing (or any portion thereof), the Administrative Agent may assume that such Lender has made such Ratable Portion available to the Administrative Agent on the date of such Borrowing in accordance with this Section 2.2 and the Administrative 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 Lender shall not have so made such Ratable Portion available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable at the time to the Term Loan and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided hereincase of such Lender, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Federal Funds Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than for the first Business Day after and thereafter at the interest rate applicable at the time to the Term Loan. If such Lender shall repay to the Administrative Agent such corresponding amount, such corresponding amount so repaid shall constitute such Lender's Term Loan as part of such Borrowing for purposes of this Agreement. If the Borrower shall repay to the Administrative Agent such corresponding amount, such payment shall not relieve such Lender of any obligation it may have hereunder to the Borrower.
(d) The failure of any Lender to make on the date specified a Borrowing is requested on a Base Rate Term Loan or the second Business Day after any payment required by it (such Lender being a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston"Non-Funding Lender"), Texas time) the Bank shall, on the requested Borrowing Date which shall not relieve any SECOND LIEN CREDIT AGREEMENT AMKOR TECHNOLOGY, INC. other Lender of its obligations to make a Term Loan or payment on such date but no such other Lender shall be earlier than responsible for the second Business Day after receipt, issue the Letter failure of Credit as specified by LRA and deliver same as directed by LRAany Non-Funding Lender to make a Term Loan or payment required under this Agreement.
Appears in 1 contract
Sources: Second Lien Credit Agreement (Amkor Technology Inc)
Borrowing Procedure. (a) The Borrowers will maintain borrowing by the Borrower hereunder shall be by way of a bank account (the ------------------- "Funding Account") with the Bank into which account all Advances single borrowing of C$75,000,000 on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Closing Date. Such borrowing shall be made pursuant upon prior written notice from the Borrower to a the Agent in the form of Exhibit B hereto (the "Notice of Revolving Credit Advance signed by a Responsible Officer Borrowing") delivered to the Agent not later than 10:00 a.m. (Dallas time) at least three Business Day prior to the Closing Date. The Notice of LRA, which is authorized by all other Borrowers to do so, specifying, Borrowing shall be irrevocable and shall specify (i) the amount of the proposed borrowing and of each Loan comprising a part thereof (which shall be in an aggregate amount of the Borrowing, and not less than C$3,000,000 or an integral multiple of C$1,000,000 in excess thereof); (ii) the requested date of the Borrowing. Each Borrowing Date (which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan PartyClosing Date); or (iii) the transfer Interest Period with respect to each such Loan and the Expiration Date of funds pursuant each such Interest Period (provided, that there shall not be more than seven (7) Interest Periods in effect at any one time under this Agreement); and (iv) the demand deposit account of the Borrower at the Agent's Domestic Lending Office with which the proceeds of the borrowing are to (i) and/or (ii) above.
C. If be deposited. Promptly upon its receipt of the Notice of Borrowing, the Agent shall deliver by telefacsimile a copy thereof to each Bank. The Borrower may give the Agent telephonic notice by the required time of the proposed borrowing under this Section 2.2(a); provided, that such telephonic notice shall be promptly confirmed in writing by delivery to the Agent of a Notice of Revolving Credit Advance is received Borrowing. Neither the Agent nor any Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above which the Agent believes in good faith to have been given by the Borrower or for otherwise acting in good faith under this Section 2.2(a).
(b) Unless the Agent shall have received notice from a Bank before 12:00 p.m. (Houston, Texas timewhich must be received at least one Business Day prior to the date of any borrowing) in that such Bank will not make available to the manner provided hereinAgent such Bank's Pro Rata Percentage of such borrowing as and when required hereunder, the Agent may assume that such Bank will deposit has made such portion available to the Advance Agent on the date of such borrowing in accordance with Section 2.1(c), and the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. The Agent shall give notice to the Borrower of any notice the Agent receives under this Section 2.2(b), provided that the Agent shall not be liable for the failure to give such notice. If and to the extent any Bank shall not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Funding Account Borrower such amount, that Bank shall on the requested Borrowing Date which shall not be earlier than the Business Day a following such Borrowing Date make such amount available to the Agent, together with interest at the Overnight Rate for each day during such period. A notice of the Agent submitted to any Bank with respect to amounts owing under this subsection (b) shall be conclusive, absent manifest error. If such amount is requested so made available, such payment to the Agent shall constitute such Bank's Loan on a Base Rate Loan or the second date of borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received following the borrowing date, the Agent will notify the Borrower by the Bank after 12:00 p.m. (Houstonnext succeeding Business Day of such failure to fund and, Texas time) in upon demand by the manner provided hereinAgent, the Borrower shall pay such amount to the Agent for the Agent's account, together with interest thereon for each day elapsed since the date of such borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such borrowing.
(c) The failure of any Bank will deposit to make the Advance in immediately available funds in the Funding Account Loan to be made by it as part of any borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advance.
D. If the such borrowing, but no Bank shall receive an Application be responsible for Letter the failure of Credit in any other Bank to make the manner provided herein before 2:00 p.m. (Houston, Texas time) the Loan to be made by such other Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter date of Credit as specified by LRA and deliver same as directed by LRAany borrowing.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (a) When the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made Company desires to borrow pursuant to a Section 2.01, it shall ------------ deliver irrevocable telephonic notice to the Administrative Agent followed immediately by written notice in the form of the Notice of Revolving Credit Advance signed by a Responsible Officer of LRABorrowing, which is authorized telephonic notice must be received by all other Borrowers to do so, specifying, the Administrative Agent no later than (i) 11:00 a.m. (New York time) on the aggregate amount proposed Initial Funding Date in the case of the Borrowing, Base Rate Loans and (ii) 12:00 noon (New York time) three Business Days in advance of the proposed Initial Funding Date in the case of Eurodollar Rate Loans, specifying (A) the proposed Initial Funding Date, which shall be a Business Day, (B) the amount of the proposed borrowing, (C) whether the proposed borrowing shall consist of Base Rate Loans or Eurodollar Rate Loans, and (D) in the case of Eurodollar Rate Loans, the requested date of the BorrowingInterest Period. Each Borrowing shall be Base Rate Loans made on a Business Day not more often than three (3) times per week and Advances the Initial Funding Date shall be in increments an aggregate minimum amount of not less than $50,000.001,000,000 and integral multiples of $500,000 in excess of that amount. The Bank is entitled to rely and act upon requests Eurodollar Rate Loans made or purportedly made by a Responsible Officer of LRA. The Borrowers on the Initial Funding Date shall be unconditionally in an aggregate minimum amount of $5,000,000 and absolutely estopped from denyingintegral multiples of $500,000 in excess of that amount.
(b) Promptly after receipt of the Notice of Borrowing (or telephonic notice in lieu thereof), the Administrative Agent shall notify each Lender of the proposed borrowing. Each Lender shall make available to the Administrative Agent its Pro Rata Share of the amount of the proposed borrowing on the Initial Funding Date, in same-day funds, by remitting such funds to the Administrative Agent's Office no later than 2:00 p.m. (iNew York time) on the authenticity and validity Initial Funding Date. Upon satisfaction of any such transaction the conditions set forth in Section 4.02, the ------------ Administrative Agent shall make available to the Company on the Initial Funding Date the aggregate of the amounts so acted upon made available by the Bank once the Bank has made Lenders by causing an Advance and has deposited or transferred amount of same-day funds equal to such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is aggregate amount received by the Bank before 12:00 p.m. (Houston, Texas time) in Administrative Agent to be credited to the manner provided herein, account of the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceCompany designated thereby.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain On the terms and subject to the conditions of this Agreement, by delivering a bank account Borrowing Request (a) in the ------------------- "Funding Account"case of Revolving Loans for operating costs set forth in the Operating Component of the Budget, or for Project Costs set forth in the Construction Component of the Budget, as applicable, or (b) with in the Bank into which account all Advances case of Delayed Draw Term A-1 Loans15 or Delayed Draw Term B-1 Loans for operating costs set forth in the Operating Component of the Budget, or an Advance Request in the case of Delayed Draw Term A Loans, Delayed Draw Term A-1 Loans or Delayed Draw Term B-1 Loans for Project Costs set forth in the Construction Component of the Budget, to the Administrative Agent on or before 10:00 a.m., New York City time, on a Business Day, Greektown Holdings may from time to time irrevocably request, on not less than one Business Day’s notice in the Revolving Credit Loans will case of Base Rate Loans, or three Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five (5) Business Days’ notice, that a Borrowing be made.
A. Advances on . On the Revolving Credit Loans terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made pursuant on the Business Day, specified in such Borrowing Request or Advance Request, as applicable, executed by an Authorized Representative of the Borrowers and the Subsidiary Guarantors to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, the effect that (i) the aggregate amount proposed Credit Extension and its intended use are consistent with the terms of the BorrowingLoan Documents and the Budget and are necessary, and (ii) after giving effect to the requested date application of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds Available Cash as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loansset forth herein, (ii) the breach Borrowers and the Subsidiary Guarantors have observed or performed all of any provisions their covenants and other agreements and have satisfied in all material respects every condition contained in the Loan Documents to be observed, performed or satisfied by one or more of this Fourth Restated Agreement by any Loan Party; or them, and (iii) the transfer such Authorized Representative has no knowledge of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan any Default. On or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas New York City time) 15 Amended by the Bank shall, Fourth Amendment to DIP Credit Agreement. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds for Loans are received from the Lenders, the Administrative Agent shall make such funds available to the Borrowers by wire transfer to the account specified in the Borrowing Date which shall not be earlier than Request or Advance Request, as the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRAcase may be.
Appears in 1 contract
Sources: Senior Secured Debtor in Possession Credit Agreement (New Greektown Holdco LLC)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account (Borrowing, the ------------------- "Funding Account") Designated Company shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the Bank into which account all Advances on second sentence of Section 11.01(b) and the Revolving Credit Loans will be made.
A. Advances on second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Revolving Credit Loans Administrative Agent not later than 10:00 a.m., London time, three (3) Business Days before the date of the proposed Borrowing. Each Borrowing Request shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the names of the Co-Borrower(s) requesting such Borrowing(s) and the aggregate amount of the Borrowing, and such Borrowing(s);
(ii) the requested date of the Borrowing. Each Borrowing such Borrowing(s), which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action case of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Aleris Incremental Term Loans, (ii) occurring prior to the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or Aleris Incremental Commitment Termination Date);
(iii) the transfer initial Interest Period to be applicable to each such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period”;
(iv) the location and number of such Co-Borrowers’ account(s) to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c); and
(v) in the case of the initial Credit Extension hereunder, under the Aleris Incremental Term Loan Commitments or under any Incremental Term Loan Commitments, that the conditions set forth in Section 4.03(b) - (d) have been satisfied as of the date of the notice, and in the case of Aleris Incremental Term Loans, that the conditions referred to in Section 4.04 shall be satisfied as of the date designated pursuant to (i) and/or clause (ii) above.
C. If a Notice of Revolving Credit Advance is received by . Subject to the Bank before 12:00 p.m. (Houston, Texas time) firstsecond proviso in the manner provided hereindefinition of “Interest Period,” if no Interest Period is specified with respect to any requested Eurodollar Rate Borrowing, then the Co-Borrowers shall be deemed to have selected an Interest Period of three month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Bank will deposit Administrative Agent shall advise each Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such Lender’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.967770.02F-CHISR1034077.05-CHISR01A - MSW 105
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account (Borrowing, the ------------------- "Funding Account") Designated Company shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the Bank into which account all Advances on second sentence of Section 11.01(b) and the Revolving Credit Loans will be made.
A. Advances on second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Revolving Credit Loans Administrative Agent not later than 10:00 a.m., London time, three (3) Business Days before the date of the proposed Borrowing. Each Borrowing Request shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, irrevocable and shall specify the following information in compliance with Section 2.02: (i) the names of the Co-Borrower(s) requesting such Borrowing(s) and the aggregate amount of the Borrowing, and such Borrowing(s); (ii) the requested date of the Borrowing. Each Borrowing such Borrowing(s), which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action case of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Aleris Incremental Term Loans, (ii) occurring prior to the breach of any provisions of this Fourth Restated Agreement by any Loan PartyAleris Incremental Commitment Termination Date); or (iii) the transfer initial Interest Period to be applicable to each such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period”; (iv) the location and number of such Co-Borrowers’ account(s) to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c); and (v) in the case of the initial Credit Extension hereunder, under the Aleris Incremental Term Loan Commitments or under any Incremental Term Loan Commitments, that the conditions set forth in Section 4.03(b) - (d) have been satisfied as of the date of the notice, and in the case of Aleris Incremental Term Loans, that the conditions referred to in Section 4.04 shall be satisfied as of the date designated pursuant to (i) and/or clause (ii) above.
C. If a Notice of Revolving Credit Advance is received by . Subject to the Bank before 12:00 p.m. (Houston, Texas time) second proviso in the manner provided hereindefinition of “Interest Period,” if no Interest Period is specified with respect to any requested Eurodollar Rate Borrowing, then the Co-Borrowers shall be deemed to have selected an Interest Period of three month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Bank will deposit Administrative Agent shall advise each Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such Lender’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account (Borrowing, the ------------------- "Funding Account") Designated Company shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the Bank into which account all Advances on second sentence of Section 11.01(b) and the Revolving Credit Loans will be made.
A. Advances on second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Revolving Credit Loans Administrative Agent not later than 10:00 a.m., London time, three (3) Business Days before the date of the proposed Borrowing. Each Borrowing Request shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the names of the Co-Borrower(s) requesting such Borrowing(s) and the aggregate amount of the Borrowing, and such Borrowing(s);
(ii) the requested date of the Borrowing. Each Borrowing such Borrowing(s), which shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.Day;
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant initial Interest Period to (i) and/or (ii) above.
C. If be applicable to each such Borrowing, which shall be a Notice of Revolving Credit Advance is received period contemplated by the Bank before 12:00 p.m. definition of the term “Interest Period”;
(Houstoniv) the location and number of such Co-Borrowers’ account(s) to which funds are to be disbursed, Texas timewhich shall comply with the requirements of Section 2.02(c); and
(v) in the manner provided hereincase of the initial Credit Extension hereunder or under any Incremental Term Loan Commitments, that the conditions set forth in Section 4.03(b) - (d) have been satisfied as of the date of the notice. Subject to the first proviso in the definition of “Interest Period,” if no Interest Period is specified with respect to any requested Eurodollar Rate Borrowing, then the Co-Borrowers shall be deemed to have selected an Interest Period of three month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Bank will deposit Administrative Agent shall advise each Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such Lender’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account (Borrowing, Intermediate Holdings or the ------------------- "Funding Account") Borrower shall deliver, by hand delivery, facsimile or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the Bank into which account all Advances second sentence of Section 10.01(b) and the second paragraph of Section 10.01(d), a duly completed and executed Borrowing Request to the Administrative Agent (i) in the case of a SOFR Borrowing, not later than 1:00 p.m., New York time, three (3) U.S. Government Securities Business Days (or, with respect to the first Borrowing to occur on or after the Closing Date, not later than 1:00 p.m., New York time, one (1) U.S. Government Securities Business Day before the date of the proposed Borrowing or such shorter time as the Administrative Agent may agree) before the date of the proposed Borrowing or (ii) in the case of a Base Rate Borrowing, not later than 11:00 a.m., New York time, on the Revolving Credit Loans will be made.
A. Advances on date of the Revolving Credit Loans proposed Borrowing. Each Borrowing Request shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the aggregate amount of the such Borrowing, and ;
(ii) the requested date of the whether such Borrowing is to be a Base Rate Borrowing or a SOFR Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.;
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer date of funds pursuant to such Borrowing, which shall be a Business Day;
(i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas timeiv) in the manner provided hereincase of a SOFR Borrowing, the Bank will deposit initial Interest Period to be applicable to each such Borrowing, which shall be a period contemplated by the Advance in immediately available definition of the term “Interest Period”; 1304976.12A-NYCSR02A - MSW
(v) the location and number of the account(s) to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c); and
(vi) in the Funding Account on case of the initial Credit Extension hereunder or under any Incremental Term Loan Commitments, that the conditions set forth in Section 4.02(b) - (d) have been satisfied as of the date of the notice.
(b) If no election as to the Type of a Borrowing is specified, then the requested Borrowing Date which shall not be earlier than a SOFR Borrowing with an Interest Period of one month’s duration. If no Interest Period is specified with respect to any requested SOFR Borrowing, then Intermediate Holdings and the Business Day Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified Request in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided hereinaccordance with this Section, the Bank will deposit Administrative Agent shall advise each Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain a bank account (a) Each borrowing by the ------------------- "Funding Account") with the Bank into which account all Advances on the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans Borrower hereunder shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) in the case of any Eurodollar Loan, in an aggregate amount of the Borrowing, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.003,000,000 or an integral multiple of $500,000 in excess thereof; or (ii) in the case of any Base Rate Loan, in an aggregate amount of not less than $500,000 or an integral multiple of $250,000 in excess thereof. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers Each Loan shall be unconditionally made upon prior written notice from the Borrower to the Agent in the form of Exhibit B hereto (the "Notice of Borrowing") delivered to the Agent not later than 12:00 noon (Houston time) (i) on the third Business Day prior to the Borrowing Date, if such borrowing consists of Eurodollar Loans; and absolutely estopped from denying(ii) on the Borrowing Date, if such borrowing consists of Base Rate Loans. Each Notice of Borrowing shall be irrevocable and shall specify (i) the authenticity amount of the proposed borrowing and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and each Loan comprising a part thereof; (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan PartyBorrowing Date; or (iii) the transfer Type of funds pursuant Loan requested; (iv) with respect to any Eurodollar Loan, the Interest Period with respect to each such Loan and the Expiration Date of each such Interest Period (iprovided, that there shall not be more than ten (10) and/or Interest Periods in effect at any one time under this Agreement); and (iiv) above.
C. If the demand deposit account of the Borrower at the Agent's Domestic Lending Office with which the proceeds of the borrowing are to be deposited. Promptly upon its receipt of a Notice of Revolving Credit Advance is received Borrowing, the Agent shall deliver by telefacsimile a copy thereof to each Bank. The Borrower may give the Agent telephonic notice by the Bank before 12:00 p.m. (Houstonrequired time of any proposed borrowing under this Section 2.2(a); provided, Texas time) that such telephonic notice shall be promptly confirmed in writing by delivery to the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in Agent of a Notice of Revolving Credit AdvanceBorrowing. If a Notice of Revolving Credit Advance is received Neither the Agent nor any Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above which the Agent believes in good faith to have been given by the Borrower or for otherwise acting in good faith under this Section 2.2(a).
(b) Unless the Agent shall have received notice from a Bank after 12:00 p.m. (Houston, Texas time) in prior to the manner provided hereindate of any borrowing that such Bank will not make available to the Agent such Bank's Pro Rata Percentage of such borrowing, the Agent may assume that such Bank will deposit has made such portion
(c) The failure of any Bank to make the Advance in immediately available funds in the Funding Account Loan to be made by it as part of any borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice date of Revolving Credit Advance.
D. If the such borrowing, but no Bank shall receive an Application be responsible for Letter the failure of Credit in any other Bank to make the manner provided herein before 2:00 p.m. (Houston, Texas time) the Loan to be made by such other Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter date of Credit as specified by LRA and deliver same as directed by LRAany borrowing.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain (a) To request a bank account Borrowing (the ------------------- "Funding Account"subject to Section 2.17(e) with respect to European Swingline Loans), the Bank into which account all Advances Administrative Borrower, on behalf of the applicable Borrower, shall deliver, by hand delivery, telecopier or, to the extent separately agreed by the Administrative Agent, by an electronic communication in accordance with the second sentence of Section 11.01(b) and the second paragraph of Section 11.01(d), a duly completed and executed Borrowing Request to the Administrative Agent (i) in the case of a Borrowing of Term SOFR Loans, not later than 12:00 noon, New York time, three (3) RFR Business Days before the date of the proposed Borrowing, (ii) in the case of a EURIBOR Borrowing, not later 11:00 a.m. London time, three (3) Business Days before the date of the proposed Borrowing, (iii) in the case of a Borrowing of RFR Loans (other than Term SOFR Loans), not later than 11:00 a.m. London time, five (5) RFR Business Days before the date of the proposed Borrowing or (iv) in the case of a Base Rate Borrowing, not later than 12:00 noon, New York time, on the Revolving Credit Loans will be made.
A. Advances on date of the Revolving Credit Loans proposed Borrowing. All Borrowing Requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowings shall not be made pursuant until the completion of) the Administrative Agent’s authentication process 150 1254948.01A-CHISR02A1306028.06-NYCSR02A - MSW (with results satisfactory to a Notice the Administrative Agent) prior to the funding of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, any such requested Borrowing. Each Borrowing Request shall be irrevocable and shall specify the following information in compliance with Section 2.02:
(i) the aggregate amount of the such Borrowing, and ;
(ii) the requested date of such Borrowing, which shall be a Business Day;
(iii) whether such Borrowing shall constitute a Borrowing of U.S. Revolving Loans, U.K. Revolving Loans, German Revolving Loans or Swiss Revolving Loans;
(iv) in the case of Dollar Denominated Loans, whether such Borrowing is to be (x) a Base Rate Borrowing or (y) a Term SOFR Borrowing; provided, that Base Rate Borrowings may only be made to U.S. Borrowers or to the Canadian Borrower;
(v) (x) in the case of U.S. Revolving Loans, whether such Borrowing is to be made to the U.S. Borrowers or the Canadian Borrower, and the names of the applicable Borrowers and (y) in the case of a German Revolving Loan or a Swiss Revolving Loan, the names of the applicable Borrowers;
(vi) in the case of a EURIBOR Borrowing or a Term RFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated, as applicable, by the definition of the term “EURIBOR Interest Period” or “Term RFR Interest Period” (and shall not have been removed pursuant to Section 2.11(d));
(vii) the location and number of the applicable Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c);
(viii) that the conditions set forth in Section 4.02(b) through (d) have been satisfied as of the date of the notice; and
(ix) in the case of a Borrowing in an Alternate Currency, the Approved Currency for such Borrowing. Each If no election as to the Type of Borrowing is specified with respect to a Borrowing of Dollar Denominated Loans made to U.S. Borrowers or to the Canadian Borrower, then the requested Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan Borrowing. If no Interest Period is specified with respect to any requested EURIBOR Borrowing or Term RFR Borrowing, then the second Business Day after Administrative Borrower on behalf of the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing is requested on an Adjusted Libor Rate Loan as specified Request in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided hereinaccordance with this Section, the Bank will deposit Administrative Agent shall advise each applicable Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such ▇▇▇▇▇▇’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.Borrowing. 151
Appears in 1 contract
Sources: Credit Agreement (Novelis Inc.)
Borrowing Procedure. The Borrowers will maintain In the case of other than Swing Line Loans, by delivering a bank account (Borrowing Request to the ------------------- "Funding Account") with Administrative Agent on or before 1:00 p.m., New York time, on a Business Day, the Bank into which account all Advances Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the Revolving Credit Loans will case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made.
A. Advances on , in the case of Revolving Credit Loans, in a minimum amount of $1,000,000 and an integral multiple of $1,000,000, in the case of Multi-Draw Term Loans or Rollover Delay-Draw Term Loans, in a minimum amount of $2,000,000 and an integral multiple of $1,000,000 or, in either case, in the unused amount of the applicable Commitment. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made pursuant on the Business Day, specified in such Borrowing Request. Promptly after receipt of a Borrowing Request, the Administrative Agent shall provide a notice to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate applicable Lenders specifying the global amount of the Borrowing, and (ii) such Lender's pro rata share thereof, the requested date type of Loan, and, in the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments case of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit LIBO Rate Loans, (ii) the breach Interest Period with respect thereto. In the case of any provisions of this Fourth Restated Agreement by any Loan Party; other than Swing Line Loans, on or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas New York time) on such Business Day each Lender that has a Commitment to make the Bank shall, on Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Date which Request. No Lender's obligation to make any Loan shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified affected by LRA and deliver same as directed by LRAany other Lender's failure to make any Loan.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain To request Loans, Borrower shall deliver, by hand delivery or telecopier, a bank account duly completed and executed Borrowing Request to the Administrative Agent (i) in the ------------------- "Funding Account"case of Eurocurrency Loans in dollars, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing, (ii) with in the Bank into which account all Advances case of Eurocurrency Loans in an Alternate Currency, not later than 11:00 a.m., New York City time, four Business Days before the date of the proposed borrowing or (iii) in the case of ABR Loans, not later than 10:00 a.m., New York City time, (A) on the Revolving Credit Loans will be made.
A. Advances on date of the Revolving Credit Loans proposed borrowing if the proposed borrowing is in an aggregate amount equal to or less than $20.0 million and (B) one Business Day before the date of the proposed borrowing if the proposed borrowing is in an aggregate amount in excess of $20.0 million. Each Borrowing Request shall be made pursuant irrevocable and shall specify the following information in compliance with Section 2.02:
(a) whether the requested borrowing is to be a Notice borrowing of Revolving Credit Advance signed by a Responsible Officer of LRALoans, which is authorized by all other Borrowers to do so, specifying, or Term Loans;
(ib) the aggregate amount of the Borrowing, and such borrowing;
(iic) the requested date of such borrowing, which shall be a Business Day;
(d) whether such borrowing is to be for ABR Loans or Eurocurrency Loans; SC1:3775857.9 LEGAL_US_E # 113365636.9
(e) in the case of Eurocurrency Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”;
(f) the location and number of Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c);
(g) that the conditions set forth in Sections 4.02(b)-(d) have been satisfied as of the date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three notice; and
(3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas timeh) in the manner provided hereincase of Eurocurrency Loans in an Alternate Currency, the Bank will deposit Alternate Currency for such Loans. If no election as to the Advance Type of Loans is specified for Loans in immediately available funds in the Funding Account on dollars, then the requested Borrowing Date which borrowing shall not be earlier than the Business Day for ABR Loans. If no Interest Period is specified with respect to any requested Eurocurrency Loan, then Borrower shall be deemed to have selected an Interest Period of three month’s duration. Promptly following receipt of a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified Request in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided hereinaccordance with this Section, the Bank will deposit Administrative Agent shall advise each applicable Lender of the Advance in immediately available funds in details thereof and of the Funding Account on amount of such Lender’s Loan to be made as part of the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain In the case of Revolving Loans, by delivering a bank account (Borrowing Request to the ------------------- "Funding Account") with Administrative Agent on or before noon, New York time, on a Business Day, the Bank into which account all Advances Borrower, may from time to time irrevocably request, on the Revolving Credit Loans will same Business Day’s notice in the case of Base Rate Loans, or three Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days’ notice, that a Borrowing be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, (ia) in the case of LIBO Rate Loans, in an aggregate minimum amount of $500,000 and an integral multiple of $500,000, (b) in the case of Base Rate Loans, in an aggregate minimum amount of $500,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the BorrowingAvailable Amount; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery, electronic mail or facsimile to the Administrative Agent of the applicable Borrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the Type of Loans, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a the Business Day, specified in such Borrowing Request. In the case of Revolving Loans, on or before 11:00 a.m., New York time, on such Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying3:00 p.m., (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit AdvanceNew York time, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on case of a Base Rate Loan or the second Business Day after a Borrowing is requested on the same Business Day), each Lender that has a Revolving Credit Commitment shall deposit with the Administrative Agent same day funds in an Adjusted Libor Rate Loan as amount equal to such Revolving Lender’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Revolving Lenders. To the extent funds are received from the Revolving Lenders, the Administrative Agent shall make such funds available to the Borrower, by wire transfer to the accounts the Borrower, shall have specified in a Notice of Revolving Credit Advanceits Borrowing Request. If a Notice of Revolving Credit Advance is received No Lender’s obligation to make any Loan shall be affected by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advanceany other Lender’s failure to make any Loan.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: First Lien Exit Credit Agreement (Energy XXI Gulf Coast, Inc.)
Borrowing Procedure. The Borrowers In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent (or to the Other Currency Lender, in the case of Other Currency Loans, who will maintain then forward the Borrowing Request to the Administrative Agent) on or before 11:00 a.m. (which shall be London time, in the case of Other Currency Loans) on a bank account Business Day, any Borrower may from time to time irrevocably request, (the ------------------- "Funding Account"a) with the Bank into which account all Advances on the Revolving Credit same Business Day's notice in the case of Base Rate Loans, (b) on at least three Business Days' notice in the case of LIBO Rate Loans will denominated in Dollars and (c) on at least four Business Days notice in the case of LIBO Rate Loans denominated in any Other Currency, and in either case not more than five Business Days' notice, that a Borrowing be made.
A. Advances , in the case of LIBO Rate Loans, in a minimum amount of the Dollar Equivalent of $10,000,000 and an integral multiple of the Dollar Equivalent of $1,000,000, in the case of Base Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 and an integral multiple of the Dollar Equivalent of $500,000 or, in either case, in the unused amount of the applicable Commitment; provided, however, that all of the initial Loans on the Revolving Credit Loans U.K. Closing Date shall be made pursuant as Base Rate Loans. On the terms and subject to a Notice the conditions of Revolving Credit Advance signed by a Responsible Officer of LRAthis Agreement, which is authorized by all other Borrowers to do so, specifying, (i) the aggregate amount each Borrowing shall be comprised of the Borrowingtype of the Loans, and (ii) the requested date of the Borrowing. Each Borrowing shall be made on a Business Day not more often than three (3) times per week and Advances shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as Day, specified in a Notice such Borrowing Request. In the case of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houstonx) other than Swing Line Loans denominated in Dollars, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. on such Business Day and (Houstony) other than Swing Line Loans denominated in an Other Currency, Texas time) by such time as the Bank shallAdministrative Agent may determine to be necessary for such funds to be credited on such date in accordance with normal banking practices in the place of payment, on each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower requesting such funds by wire transfer to the accounts such Borrower shall have specified in its Borrowing Date which Request. No Lender's obligation to make any Loan shall not be earlier than the second Business Day after receipt, issue the Letter affected by any other Lender's failure to make any Loan. The Dollar Equivalent of Credit as specified by LRA and deliver same as directed by LRAany Loan denominated in any Other Currency shall be determined in accordance with Section 2.9.
Appears in 1 contract
Borrowing Procedure. The Borrowers will maintain a bank account (a) Whenever the ------------------- "Funding Account") with Company desires to borrow hereunder, it shall deliver irrevocable telephonic notice to the Bank into which account all Advances on Administrative Agent followed immediately by written notice in the Revolving Credit Loans will be made.
A. Advances on the Revolving Credit Loans shall be made pursuant to form of a Notice of Revolving Credit Advance signed by a Responsible Officer of LRABorrowing, which is authorized telephonic notice must be received by all other Borrowers to do so, specifying, the Administrative Agent no later than (i) 8:00 a.m. (California time) on the aggregate amount proposed Funding Date in the case of the Borrowing, Base Rate Loans and (ii) 9:00 a.m. (California time) three Business Days in advance of the proposed Funding Date in the case of Eurodollar Rate Loans, specifying (A) the proposed Funding Date which shall be a Business Day, (B) the amount of the proposed borrowing, (C) whether the proposed borrowing shall consist of Base Rate Loans or Eurodollar Rate Loans, and (D) in the case of Eurodollar Rate Loans, the requested date of the BorrowingInterest Period. Each Borrowing shall be Base Rate Loans made on a Business Day not more often than three (3) times per week and Advances any Funding Date shall be in increments an aggregate minimum amount of not less than $50,000.001,000,000 and integral multiples of $500,000 in excess of that amount. The Bank is entitled to rely and act upon requests Eurodollar Rate Loans made or purportedly made by a Responsible Officer of LRA. The Borrowers on any Funding Date shall be unconditionally in an aggregate minimum amount of $5,000,000 and absolutely estopped from denying, (i) the authenticity and validity integral multiples of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested $500,000 in any such Notice excess of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility thereforthat amount.
B. Each Notice (b) Promptly (and normally within two hours) after receipt of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action of the Bank pursuant to a Notice of Revolving Credit Advance Borrowing (or any other request for telephone notice in lieu thereof), the Administrative Agent shall notify each Lender of the proposed borrowing. Each Lender shall make available to the Administrative Agent its Pro Rata Share of the amount (if any) by which the principal amount of the proposed borrowing exceeds the principal amount of the Loans (if any) maturing on the Funding Date, in same day funds, by remitting such funds to the Administrative Agent's Office no later than 11:00 a.m. (California time) on the Funding Date. Upon satisfaction of the conditions set forth in Section 4.02, the Administrative Agent shall ------------ make available to the Company on such Funding Date the aggregate of the amounts (if any) so made available by the Lenders by causing an Advance under the Revolving Credit Loans, amount of same day funds equal to such aggregate amount (iiif any) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in Administrative Agent to be credited to the manner provided hereinaccount of the Company at the Administrative Agent's Office. To the extent that Eurodollar Rate Loans made by the Lenders mature on any Funding Date, the Bank will deposit Lenders shall apply the Advance in immediately available funds in proceeds of the Loans made on such Funding Account on Date, to the requested Borrowing Date which shall not extent thereof, to the repayment of such maturing Loans, such Loans and repayments intended to be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advancecontemporaneous exchange.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Credit Agreement (Mattel Inc /De/)
Borrowing Procedure. The Borrowers will maintain To request a bank account Term Borrowing, the Borrower shall deliver, by hand delivery or facsimile (or transmit by other electronic transmission, if arrangements for doing so have been approved in writing by the ------------------- "Funding Account"Administrative Agent), a duly completed and executed Request for Credit Extension to the Administrative Agent (i) with in the Bank into which account all Advances case of a Eurodollar Borrowing, not later than 1:00 p.m., New York City time, three Business Days before the date of the proposed Borrowing (or, in the case of the initial extension of credit on the Revolving Credit Loans will be made.
A. Advances Closing Date, one Business Day before) or (ii) in the case of an ABR Borrowing, not later than 1:00 p.m., New York City time, on the Revolving date of the proposed Borrowing. Each Request for Credit Loans Extension for a Term Loan shall be made pursuant to a Notice of Revolving Credit Advance signed by a Responsible Officer of LRA, which is authorized by all other Borrowers to do so, specifying, irrevocable and shall specify the following information in compliance with Section 2.02: (ia) the aggregate amount of such Borrowing; (b) the date of such Borrowing, which shall be a Business Day; (c) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (d) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of “Interest Period”; e) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02(c) and (iif) if and to the requested extent required under Section 4.01, that the conditions set forth in clauses (a) and (b) of Section 4.01 are satisfied as of the date of the Borrowingnotice. Each If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be made on an ABR Borrowing. Promptly following receipt of a Business Day not more often than three (3) times per week and Advances Request for Credit Extension in accordance with this Section 2.03, the Administrative Agent shall be in increments of not less than $50,000.00. The Bank is entitled to rely and act upon requests made or purportedly made by a Responsible Officer of LRA. The Borrowers shall be unconditionally and absolutely estopped from denying, (i) the authenticity and validity of any such transaction so acted upon by the Bank once the Bank has made an Advance and has deposited or transferred such funds as requested in any such Notice of Revolving Credit Advance, and (ii) the Borrowers' liability and responsibility therefor.
B. Each Notice of Revolving Credit Advance shall be irrevocable and binding on the Borrowers. The Borrowers covenant and agree to assume liability for and to protect, indemnify and save the Bank harmless from any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys' fees, which may be imposed upon, incurred by or asserted against the Bank by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with, (i) any action advise each Lender of the Bank pursuant details thereof and of the amount of such Lender’s Loan to a Notice be made as part of Revolving Credit Advance or any other request for an Advance under the Revolving Credit Loans, (ii) the breach of any provisions of this Fourth Restated Agreement by any Loan Party; or (iii) the transfer of funds pursuant to (i) and/or (ii) above.
C. If a Notice of Revolving Credit Advance is received by the Bank before 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the Business Day a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit Advance. If a Notice of Revolving Credit Advance is received by the Bank after 12:00 p.m. (Houston, Texas time) in the manner provided herein, the Bank will deposit the Advance in immediately available funds in the Funding Account on the requested Borrowing Date which shall not be earlier than the first Business Day after a Borrowing is requested on a Base Rate Loan or the second Business Day after a Borrowing is requested on an Adjusted Libor Rate Loan as specified in a Notice of Revolving Credit AdvanceBorrowing.
D. If the Bank shall receive an Application for Letter of Credit in the manner provided herein before 2:00 p.m. (Houston, Texas time) the Bank shall, on the requested Borrowing Date which shall not be earlier than the second Business Day after receipt, issue the Letter of Credit as specified by LRA and deliver same as directed by LRA.
Appears in 1 contract
Sources: Second Lien Credit Agreement (Surgery Partners, Inc.)