Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Agent in accordance with subsection 2.4(b): (i) elect to convert, on any Business Day, any Base Rate Loans (in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans; (ii) elect to convert, on the last day of the applicable Interest Period, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Base Rate Loans; or (iii) elect to continue, as of the last day of the applicable Interest Period, any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000); provided that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been reduced, by payment, prepayment, or conversion of part thereof, to be less than $200,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loans, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loans, which is not an integral multiple of $100,000 (but is an integral multiple of $500). (b) The Company shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 a.m. (Chicago time) at least (i) three Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted into
Appears in 1 contract
Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Agent in accordance with subsection 2.4(bSECTION 2.06(b):
(i) elect to convertelect, on as of any Business Day, any in the case of Base Rate Loans (in an aggregate minimum amount other than Swing Line Loans), or as of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any in the case of Offshore Rate Loans, to convert any such Loans (or any part thereof in an aggregate minimum amount of $200,000 500,000, or a higher integral any multiple of $100,000) into 100,000 in excess thereof, in the case of Base Rate Loans, and $1,000,000, or any multiple of $500,000 in excess thereof, in the case of Offshore Rate Loans) into Loans of any other Type; or
(iiii) elect to continue, as of the last day of the applicable Interest Period, to continue any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of not less than $200,000 1,000,000, or a higher that is in an integral multiple of $100,000500,000 in excess thereof); provided PROVIDED, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0001,000,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loansconvert such Loans into, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Offshore Rate Loans shall terminate.
(b) The Company shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 10:00 a.m. (Chicago time) at least (i) three two Business Days in advance of the Conversion/ Continuation Date, if the Loans are to be converted into or continued as Offshore Rate Loans and (ii) on the date of the Conversion/Continuation Date, if the Loans are to be converted intointo Base Rate Loans, specifying:
(i) the proposed Conversion/Continuation Date;
(ii) the aggregate amount of Loans to be converted or continued;
(iii) the Type of Loans resulting from the proposed conversion or continuation; and
(iv) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period.
(c) If upon the expiration of any Interest Period applicable to Offshore Rate Loans, the Company has failed to select a new Interest Period to be applicable to such Offshore Rate Loans by the time specified in SECTION 2.04(b), or if any Default or Event of Default then exists, the Company shall be deemed to have elected to convert such Offshore Rate Loans into an Offshore Rate Loan with an Interest Period of one month effective as of the expiration date of such Interest Period.
(d) The Agent will promptly notify each Lender of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by the Company, the Agent will promptly notify each Lender of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of
(e) Unless the Majority Lenders otherwise consent, during the existence of a Default or Event of Default, the Company may not elect to have a Loan converted into or continued as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Offshore Rate Loans, unless the Agent shall otherwise consent, there may not be more than five different Interest Periods in effect.
Appears in 1 contract
Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Agent in accordance with subsection 2.4(b):
may (i) elect to convert, convert on any Business Day, any Base Rate Loans (or any part thereof in an aggregate minimum amount of not less than $200,000 5,000,000 or a higher an integral multiple of $100,0001,000,000 in excess thereof) into Offshore Rate Loans;
; (ii) elect to convert, convert on the last day of the applicable Interest PeriodPeriod therefor, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of not less than $200,000 5,000,000) or a higher an integral multiple of $100,0001,000,000 in excess thereof) into Base Rate Loans; or
or (iii) elect to continue, as of on the last day of the applicable Interest PeriodPeriod therefor, any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of not less than $200,000 5,000,000 or a higher an integral multiple of $100,0001,000,000 in excess thereof); provided provided, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been -------- reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0005,000,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loans, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loans, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Offshore Rate Loans shall terminate.
(b) The Each conversion or continuation shall be made upon irrevocable telephonic notice by the Company shall deliver followed immediately by written notice in the form of a Notice of Conversion/Continuation to (which telephonic notice must be received by the Administrative Agent not later than 10:30 prior to 8:30 a.m. (Chicago Dallas time) at least (i) three Business Days in advance of the Conversion/Continuation Dateconversion or continuation date, if the Loans are to be converted intointo or continued as Offshore Rate Loans; and (ii) one Business Day in advance of the conversion or continuation date, if the Loans are to be converted into Base Rate Loans), specifying: (A) the proposed conversion or continuation date; (B) the aggregate amount of Loans to be converted or continued;
Appears in 1 contract
Sources: Credit Agreement (Oneok Inc /New/)
Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Agent in accordance with subsection 2.4(bSECTION 2.06(B):
(i) elect to convertelect, on as of any Business Day, any in the case of Base Rate Loans (in an aggregate minimum amount Loans, or as of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any in the case of Offshore Rate Loans, to convert any such Loans (or any part thereof in an aggregate minimum amount of $200,000 500,000, or a higher integral any multiple of $100,000) into 100,000 in excess thereof, in the case of Base Rate Loans, and $1,000,000, or any multiple of $500,000 in excess thereof, in the case of Offshore Rate Loans) into Loans of any other Type; or
(iiiii) elect to continue, as of the last day of the applicable Interest Period, to continue any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of not less than $200,000 1,000,000, or a higher that is in an integral multiple of $100,000500,000 in excess thereof); provided PROVIDED, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0001,000,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loansconvert such Loans into, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Offshore Rate Loans shall terminate.
(b) The Company shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 a.m. 12:00 noon (Chicago time) at least (i) three Business Days in advance of the Conversion/ Continuation Date, if the Loans are to be converted into or continued as Offshore Rate Loans and (ii) on the date of the Conversion/Continuation Date, if the Loans are to be converted intointo Base Rate Loans, specifying:
(i) the proposed Conversion/Continuation Date;
(ii) the aggregate amount of Loans to be converted or continued;
(iii) the Type of Loans resulting from the proposed conversion or continuation; and
(iv) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period.
(c) If upon the expiration of any Interest Period applicable to Offshore Rate Loans, the Company has failed to select a new Interest Period to be applicable to such Offshore Rate Loans by the time specified in SECTION 2.06(B), or if any Default or Event of Default then exists, the Company shall be deemed to have elected to convert such Offshore Rate Loans into Base Rate Loans effective as of the expiration date of such Interest Period.
(d) The Agent will promptly notify each Bank of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by the Company, the Agent will promptly notify each Bank of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Bank.
(e) Unless the Majority Banks otherwise consent, during the existence of a Default or Event of Default, the Company may not elect to have a Loan converted into or continued as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Loans, unless the Agent shall otherwise consent, there may not be more than five different Interest Periods in effect.
Appears in 1 contract
Sources: Credit Agreement (Waterlink Inc)
Conversion and Continuation Elections. (a) The Company Each Borrower may, with respect to Loans other than Fronted Offshore Currency Loans, upon irrevocable written notice to the Agent in accordance with subsection 2.4(b2.04(b):
(i) elect to convertelect, on as of any Business Day, any Base Rate Loans (in an aggregate minimum amount the case of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Base Rate Loans; or
(iii) elect to continue, or as of the last day of the applicable Interest Period, any in the case of Offshore Rate Loans made to the Company, to convert any such Loans (or any part thereof in a Dollar Equivalent amount not less than $3,000,000 or that is in an integral multiple of the Dollar Equivalent of $250,000 in excess thereof) into Base Rate Loans; or
(ii) elect as of the last day of the applicable Interest Period, to continue any Revolving Loans or Term Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount not less than the Dollar Equivalent of $200,000 3,000,000, or a higher that is in an integral multiple of the Dollar Equivalent of $100,000250,000 in excess thereof); provided provided, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been by all Borrowers is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than the Dollar Equivalent of $200,0003,000,000, such Offshore Rate Loans shall be assigned to and assumed by the Company, if borrowed by a Borrower other than the Company, and then may, upon written notice by the Company delivered to the Agent and the Swing Line Lender concurrent with its notice of prepayment and compliance with Section 2.06, be converted into Swing Line Loans, or, in the absence of such a conversion, shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loansconvert such Loans into, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Offshore Rate Loans shall terminate.
(b) The Company Each Borrower shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 a.m. (Chicago local time) at least (i) three two Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted intointo or continued as Offshore Rate Loans denominated in Dollars; (ii) four Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted into or continued as Offshore Rate Loans denominated in an Offshore Currency; and (iii) on the Conversion/Continuation Date, if the Loans are to be converted into Base Rate Loans, specifying:
(A) the proposed Conversion/Continuation Date;
(B) the aggregate amount of Loans to be converted or continued;
(C) the Type of Loans resulting from the proposed conversion or continuation;
(D) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period; and
(E) if converted into Offshore Rate Loans denominated in an Offshore Currency, the Applicable Currency in which such converted Loans are to be denominated.
(c) If upon the expiration of any Interest Period applicable to Offshore Rate Loans, a Borrower has failed to select timely a new Interest Period to be applicable to such Offshore Rate Loans, as the case may be, then (i) if no Default or Event of Default then exists, such Borrower shall be deemed to have elected to continue such Loans as Offshore Rate Loans to itself denominated in the same Offshore Currency and having a one-month Interest Period effective as of the expiration date of such expiring Interest Period and (ii) if any Default or Event of Default then exists, such Borrower shall be deemed to have elected to convert such Offshore Rate Loans into Base Rate Loans made to the Company and denominated in Dollars effective as of the expiration date of such expiring Interest Period.
(d) The Agent will promptly notify each applicable Lender of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by a Borrower, the Agent will promptly notify each applicable Lender of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans with respect to which the notice was given held by each Lender.
(e) Unless the Required Lenders otherwise consent, during the existence of a Default or Event of Default, no Borrower may elect to have a Loan converted into or continued as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Loans, unless the Agent shall otherwise consent, there may not be more than 12 different Interest Periods in effect.
(g) Each Borrower hereby authorizes the Lenders and the Agent to accept Notices of Conversion/Continuation based on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of such Borrower. Each Borrower agrees to deliver promptly to the Agent a written confirmation of each telephonic notice, signed by a Responsible Officer or an authorized designee. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest error.
Appears in 1 contract
Conversion and Continuation Elections. (a) The Company Each Borrower may, with respect to Loans other than Fronted Offshore Currency Loans, upon irrevocable written notice to the Agent in accordance with subsection 2.4(b2.04(b):
(i) elect to convertelect, on as of any Business Day, any Base Rate Loans (in an aggregate minimum amount the case of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Base Rate Loans; or
(iii) elect to continue, or as of the last day of the applicable Interest Period, any in the case of Offshore Rate Loans made to the Company, to convert any such Loans (or any part thereof in a Dollar Equivalent amount not less than $3,000,000 or that is in an integral multiple of the Dollar Equivalent of $250,000 in excess thereof) into Base Rate Loans; or
(ii) elect as of the last day of the applicable Interest Period, to continue any Revolving Loans or Term Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount not less than the Dollar Equivalent of $200,000 3,000,000, or a higher that is in an integral multiple of the Dollar Equivalent of $100,000250,000 in excess thereof); provided provided, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been by all Borrowers is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than the Dollar Equivalent of $200,0003,000,000, such Offshore Rate Loans shall be assigned to and assumed by the Company, if borrowed by a Borrower other than the Company, and then may, upon written notice by the Company delivered to the Agent and the Swing Line Lender concurrent with its notice of prepayment and compliance with Section 2.06, be converted into Swing Line Loans, or, in the absence of such a conversion, shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loansconvert such Loans into, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Offshore Rate Loans shall terminate.
(b) The Company Each Borrower shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 a.m. (Chicago local time) at least (i) three two Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted intointo or continued as Offshore Rate Loans denominated in Dollars; (ii) four Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted into or continued as Offshore Rate Loans denominated in an Offshore Currency; and (iii) on the Conversion/Continuation Date, if the Loans are to be converted into Base Rate Loans, specifying:
(A) the proposed Conversion/Continuation Date;
(B) the aggregate amount of Loans to be converted or continued;
(C) the Type of Loans resulting from the proposed conversion or continuation;
(D) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period; and
(E) if converted into Offshore Rate Loans denominated in an Offshore Currency, the Applicable Currency in which such converted Loans are to be denominated.
(c) If upon the expiration of any Interest Period applicable to Offshore Rate Loans, a Borrower has failed to select timely a new Interest Period to be applicable to such Offshore Rate Loans, as the case may be, then (i) if no Default or Event of Default then exists, such Borrower shall be deemed to have elected to continue such Loans as Offshore Rate Loans to itself denominated in the same Offshore Currency and having a one-month Interest Period effective as of the expiration date of such expiring Interest Period and (ii) if any Default or Event of Default then exists, such Borrower shall be deemed to have elected to convert such Offshore Rate Loans into Base Rate Loans made to the Company and denominated in Dollars effective as of the expiration date of such expiring Interest Period.
(d) The Agent will promptly notify each applicable Lender of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by a Borrower, the Agent will promptly notify each applicable Lender of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans with respect to which the notice was given held by each Lender.
Appears in 1 contract
Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Administrative Agent in accordance with subsection SUBSECTION 2.4(b):
(i) elect to convert, on any Business Day, any Base Rate Loans (in an aggregate minimum amount of $200,000 1,000,000 or a higher integral multiple of $100,000250,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of $200,000 1,000,000 or a higher integral multiple of $100,000250,000) into Base Rate Loans; or
(iii) elect to continue, as of the last day of the applicable Interest Period, any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of $200,000 1,000,000 or a higher integral multiple of $100,000250,000); provided PROVIDED that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been reduced, by payment, prepayment, prepayment or conversion of part thereof, to be less than $200,0001,000,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loans, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loans, which is not an integral multiple of $100,000 (but is an integral multiple of $500).
(b) The Company shall deliver a Notice of Conversion/Continuation to be received by the Administrative Agent not later than 10:30 a.m. (i) 12:00 noon (Chicago time) at least (i) three Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted intointo or continued as Offshore Rate Loans and (ii) not later than 12:00 noon (Chicago time) one Business Day prior to the Conversion/Continuation Date, if the Loans are to be converted into Base Rate Loans, specifying:
(A) the proposed Conversion/Continuation Date;
(B) the aggregate principal amount of Loans to be converted or continued;
(C) the Type of Loans resulting from the proposed conversion or continuation; and
(D) in the case of conversions into Offshore Rate Loans, the duration of the requested Interest Period.
(c) If upon the expiration of any Interest Period applicable to Offshore Rate Loans, the Company has failed to select timely a new Interest Period to be applicable to such Offshore Rate Loans, the Company shall be deemed to have elected to convert such Offshore Rate Loans into Base Rate Loans effective as of the expiration date of such Interest Period.
(d) The Administrative Agent will promptly notify each Lender of its receipt of a Notice of Conversion/Continuation or, if no timely notice is provided by the Company, the Administrative Agent will promptly notify each Lender of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the Percentages of the Lenders.
(e) Unless the Required Lenders otherwise agree, during the existence of an Event of Default or Unmatured Event of Default, the Company may not elect to have a Loan converted into or continued as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Loans, there may not be more than twelve different Interest Periods in effect.
Appears in 1 contract
Sources: Credit Agreement (Rayovac Corp)
Conversion and Continuation Elections. (a) The Company may, upon irrevocable (except in the circumstances described in Section 3.2, 3.3 or 3.5 as provided therein) written notice to the Agent in accordance with subsection Section 2.4(b):
(i) elect to convert, on any Business Day, any Base Rate Loans (in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Base Rate Loans; or
(iii) elect to continueelect, as of the last day of the applicable Interest Period, to convert any Offshore Rate Loans having Interest Periods expiring on such day denominated in Dollars (or any part thereof in an aggregate minimum amount not less than $2,000,000) into Base Rate Loans; or
(ii) elect, as of any Business Day, in the case of Base Rate Loans, or as of the last day of an applicable Interest Period, in the case of Offshore Rate Loans expiring on such last day, to (A) convert such Loans (or any part thereof in an amount not less than the Dollar Equivalent of $200,000 2,000,000, or a higher that is in an integral multiple of the Dollar Equivalent of $100,000)100,000 in excess thereof) into Offshore Rate Loans, or (B) if such Loans are Offshore Rate Loans, continue such Loans (or any part thereof in an amount not less than the Dollar Equivalent of $2,000,000, or that is in an integral multiple of the Dollar Equivalent of $100,000 in excess thereof) as Offshore Rate Loans; provided that if if, at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0002,000,000, such Offshore Rate Loans shall shall, (y) in the case of Dollar denominated Loans, automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions Company to continue such Loans as, and convert such Loans into, Offshore Rate Loans shall terminate and (z) in the case of this Section 2.4non-Dollar denominated Loans, automatically convert to Offshore Rate Loans with an interest period of one month and on and after payment such date the right of the first installment of principal of the Term Loans pursuant Company to subsection 2.8(b), the Company may have one Borrowing of Term continue such Loans, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Offshore Rate Loans, which is not with an integral multiple of $100,000 (but is an integral multiple of $500)interest period longer than one month shall terminate.
(b) The Company shall deliver a Notice of Conversion/Conversion/ Continuation to be received by the Agent not later than 10:30 10:00 a.m. (Chicago time) at least (i) three Business Days in advance of the Conversion/ Continuation Date, if the Loans are to be converted into or continued as Offshore Rate Loans; (ii) one Business Day in advance of the Conversion/Continuation Date, if the Loans are to be converted intointo Base Rate Loans, specifying:
(1) the proposed Conversion/Continuation Date;
(2) the aggregate amount of Loans to be converted or continued;
(3) the Type of Loans resulting from the proposed conversion or continuation; and
(4) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period.
(c) If, upon the expiration of any Interest Period applicable to Offshore Rate Loans, the Company has failed to select timely a new Interest Period to be applicable to such Offshore Rate Loans or if any Event of Default then exists, the Company shall be deemed to have elected to convert such Offshore Rate Loans denominated in Dollars into Base Rate Loans and such Offshore Rate Loans which are not denominated in Dollars into Offshore Rate Loans with an interest period of one month, in each case, effective as of the expiration date of such Interest Period.
(d) The Agent will promptly notify each Lender of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by the Company, the Agent will promptly notify each Lender of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans with respect to which the notice was given held by each Lender.
(e) Unless the Required Lenders and the Required Term Lenders otherwise consent, during the existence of an Event of Default, the Company may not elect to have a Loan denominated in Dollars converted into or continued as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Loans, unless the Agent shall otherwise consent, there may not be more than twelve different Interest Periods in effect.
Appears in 1 contract
Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Agent in accordance with subsection 2.4(bSECTION 2.06(b):
(i) elect to convertelect, on as of any Business Day, any in the case of Base Rate Loans (in an aggregate minimum amount Loans, or as of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any in the case of Offshore Rate Loans, to convert any such Loans (or any part thereof in an aggregate minimum amount of $200,000 500,000, or a higher integral any multiple of $100,000) into 100,000 in excess thereof, in the case of Base Rate Loans, and $1,000,000, or any multiple of $500,000 in excess thereof, in the case of Offshore Rate Loans) into Loans of any other Type; or
(iiiii) elect to continue, as of the last day of the applicable Interest Period, to continue any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of not less than $200,000 1,000,000, or a higher that is in an integral multiple of $100,000500,000 in excess thereof); provided PROVIDED, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0001,000,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loansconvert such Loans into, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Offshore Rate Loans shall terminate.
(b) The Company shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 a.m. 12:00 noon (Chicago time) at least (i) three Business Days in advance of the Conversion/ Continuation Date, if the Loans are to be converted into or continued as Offshore Rate Loans and (ii) on the date of the Conversion/Continuation Date, if the Loans are to be converted intointo Base Rate Loans, specifying:
(i) the proposed Conversion/Continuation Date;
(ii) the aggregate amount of Loans to be converted or continued;
(iii) the Type of Loans resulting from the proposed conversion or continuation; and
(iv) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period.
(c) If upon the expiration of any Interest Period applicable to Offshore Rate Loans, the Company has failed to select a new Interest Period to be applicable to such Offshore Rate Loans by the time specified in SECTION 2.06(B), or if any Default or Event of Default then exists, the Company shall be deemed to have elected to convert such Offshore Rate Loans into Base Rate Loans effective as of the expiration date of such Interest Period.
(d) The Agent will promptly notify each Bank of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by the Company, the Agent will promptly notify each Bank of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Bank.
(e) Unless the Majority Banks otherwise consent, during the existence of a Default or Event of Default, the Company may not elect to have a Loan converted into or continued as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Loans, unless the Agent shall otherwise consent, there may not be more than five different Interest Periods in effect.
Appears in 1 contract
Sources: Credit Agreement (Waterlink Inc)
Conversion and Continuation Elections. (a) The Company Borrower may, upon irrevocable written notice to the Administrative Agent in accordance with subsection 2.4(b):
(i) elect to convertelect, on as of any Business Day, any Base Rate Loans (in an aggregate minimum amount the case of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, any Offshore Rate Loans (or any part thereof in an aggregate minimum amount of $200,000 or a higher integral multiple of $100,000) into Base Rate Loans; or
(iii) elect to continue, or as of the last day of the applicable Interest Period, any in the case of Offshore Rate Loans, to convert any such Loans (or any part thereof) in an amount that is not less than (A) $5,000,000, or that is in an integral multiple of $1,000,000 in excess thereof, in the case of Offshore Rate Loans, or (B) $1,000,000, or that is in an integral multiple of $100,000 in excess thereof, in the case of Base Rate Loans, into Loans of any other Type; or
(ii) elect as of the last day of the applicable Interest Period, to continue any Loans having Interest Periods expiring on such day (or any part thereof thereof) in an aggregate minimum amount of that is not less than (A) $200,000 5,000,000, or a higher that is in an integral multiple of $100,000)1,000,000 in excess thereof, in the case of Offshore Rate Loans, or (B) $1,000,000, or that is in an integral multiple of $100,000 in excess thereof, in the case of Base Rate Loans, into Loans of the same Type; provided provided, that if at any time the aggregate amount of Offshore Rate Loans in respect of any Borrowing shall have been is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0005,000,000, such Offshore Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Borrower to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions to convert such Loans into, Offshore Rate Loans shall terminate unless and continuations until the aggregate of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loans, which is not an integral multiple of Base Rate Loans exceeds $100,000 (but is an integral multiple of $500)5,000,000.
(b) The Company Borrower shall deliver a Notice of Conversion/Continuation (which notice may be delivered telephonically and confirmed in writing on the same day) to be received by the Administrative Agent not later than 10:30 a.m. 1:00 p.m. (Chicago New York time) at least (i) three Business Days in advance of the Conversion/Continuation Date, if the Loans are to be converted intointo or continued as Offshore Rate Loans, and (ii) one Business Day in advance of the Conversion/ Continuation Date, if the Loans are to be converted into Base Rate Loans, specifying:
(A) the proposed Conversion/Continuation Date;
(B) the aggregate amount of the Loans to be converted or renewed;
(C) the Type of Loans resulting from the proposed conversion or continuation; and
(D) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period.
(c) The Borrower shall be deemed to have elected to convert Offshore Rate Loans into Base Rate Loans effective as of the expiration date of the Interest Period for such Offshore Rate Loans if, upon the expiration of such Interest Period, (i) the Borrower has failed to select timely a new Interest Period to be applicable to such Offshore Rate Loans, or (ii) if any Default or Event of Default then exists, unless the continuation of such Offshore Rate Loans has been agreed to by the Majority Revolving Credit Lenders, if such Offshore Rate Loans are Revolving Credit Loans, or the Majority Facility B Lenders, if such Offshore Rate Loans are Facility B Term Loans.
(d) The Administrative Agent will promptly notify (i) each Revolving Credit Lender of its receipt of a Notice of Conversion/Continuation with respect to a Revolving Credit Loan and (ii) each Facility B Lender of its receipt of a Notice of Conversion/Continuation with respect to a Facility B Term Loan, or, if no timely notice is provided by the Borrower, the Administrative Agent will promptly notify each such Lender of the details of any automatic conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans with respect to which the notice was given held by each Lender.
(e) Unless the Majority Revolving Credit Lenders otherwise agree, in the case of Revolving Credit Loans, or the Majority Facility B Lenders otherwise agree, in the case of Facility B Term Loans, during the existence of a Default or Event of Default, the Borrower may not elect to have a Loan converted into or continued at the end of the applicable Interest Period as an Offshore Rate Loan.
(f) After giving effect to any conversion or continuation of Loans, there may not be more than ten different Interest Periods in effect in respect of all Offshore Rate Loans then outstanding.
Appears in 1 contract
Conversion and Continuation Elections. (a) The Company may, upon irrevocable written notice to the Agent in accordance with subsection 2.4(b):the provisions of this Section 2.04:
(i) elect to convertelect, on as of any Business Day, any in the case of Base Rate Loans (in an aggregate minimum amount other than Swing Line Loans), or as of $200,000 or a higher integral multiple of $100,000) into Offshore Rate Loans;
(ii) elect to convert, on the last day of the applicable Interest Period, in the case of Eurodollar Rate Loans, to convert any Offshore Rate such Loans (or any part thereof in an aggregate minimum amount of $200,000 500,000, or a higher integral any multiple of $100,000) into 100,000 in excess thereof, in the case of Base Rate Loans, and $1,000,000, or any multiple of $500,000 in excess thereof, in the case of Eurodollar Rate Loans) into Loans of any other Type; or
(iiiii) elect to continue, as of the last day of the applicable Interest Period, to continue any Offshore Rate Loans having Interest Periods expiring on such day (or any part thereof in an aggregate minimum amount of not less than $200,000 1,000,000, or a higher that is in an integral multiple of $100,000500,000 in excess thereof); provided provided, that if at any time the aggregate amount of Offshore Eurodollar Rate Loans in respect of any Borrowing shall have been is reduced, by payment, prepayment, or conversion of part thereof, thereof to be less than $200,0001,000,000, such Offshore Eurodollar Rate Loans shall automatically convert into Base Rate Loans; provided, further, that notwithstanding any and on and after such date the right of the foregoing provisions of this Section 2.4, after payment of the first installment of principal of the Term Company to continue such Loans pursuant to subsection 2.8(b), the Company may have one Borrowing of Term Loansas, and may make conversions and continuations of all or a portion thereof so long as after giving effect thereto there is only one Borrowing of Term Loansconvert such Loans into, which is not an integral multiple of $100,000 (but is an integral multiple of $500)Eurodollar Rate Loans shall terminate.
(b) The Company shall deliver a Notice of Conversion/Continuation to be received by the Agent not later than 10:30 10:00 a.m. (Chicago time) at least (i) three (3) Business Days in advance of the Conversion/ Continuation Date, if the Loans are to be converted into or continued as Eurodollar Rate Loans and (ii) on the date of the Conversion/Continuation Date, if the Loans are to be converted intointo Base Rate Loans, specifying:
(i) the proposed Conversion/Continuation Date;
(ii) the aggregate amount of Loans to be converted or continued;
(iii) the Type of Loans resulting from the proposed conversion or continuation; and
(iv) other than in the case of conversions into Base Rate Loans, the duration of the requested Interest Period.
(c) If upon the expiration of any Interest Period applicable to Eurodollar Rate Loans, the Company has failed to submit or complete a notice in accordance with Section 2.04(b), the Company shall be deemed to have elected to convert such Eurodollar Rate Loans into a one month Eurodollar Rate Loan, provided, however, if any Default or Event of Default then exits, the Company shall be deemed to have elected to convert such Eurodollar Rate Loans into a Base Rate Loan.
(d) The Agent will promptly notify each Lender of its receipt of a Notice of Conversion/Continuation, or, if no timely notice is provided by the Company, the Agent will promptly notify each Lender of the details of any automatic continuation or conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender.
(e) Unless the Majority Lenders otherwise consent, during the existence of a Default or Event of Default, the Company may not elect to have a Loan converted into or continued as an Eurodollar Rate Loan.
(f) After giving effect to any conversion or continuation of Eurodollar Rate Loans, unless the Agent shall otherwise consent, there may not be more than seven different Interest Periods in effect.
(g) Notwithstanding the foregoing, all Loans outstanding as of the Closing Date and originally made pursuant to the Original Credit Agreement shall continue to be of the same Type and shall have the same Interest Period as established for such Loans under the Original Credit Agreement until converted into a different Type pursuant to this Agreement or until such Interest Period expires or such Loans are prepaid by the Company.
Appears in 1 contract