Conversion and Continuation of Borrowings. The Borrowers shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (a) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, (b) not later than 1:00 p.m., New York City time, one Business Day prior to conversion, to convert any Term ▇▇▇▇▇ Borrowing into a Canadian Base Rate Borrowing and (c) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Borrowing into a Term SOFR Borrowing, any Daily Simple SOFR Borrowing into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term ▇▇▇▇▇ Borrowing or to continue any Term SOFR Borrowing as a Term SOFR Borrowing or a Term ▇▇▇▇▇ Borrowing as a Term ▇▇▇▇▇ Borrowing for an additional Interest Period, and (d) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert or continue the Interest Period with respect to any Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing of the Borrowers to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR: (i) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9 (ii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type; (iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Term SOFR Loan or Term ▇▇▇▇▇ Loan (or portion thereof) being converted shall be paid by the Borrowers at the time of conversion; (iv) if any Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (v) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing; (vi) any portion of a Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing that cannot be converted into or continued as a Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing (as applicable) by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing; (vii) [reserved]; and (viii) after the occurrence and during the continuance of an Event of Default, no outstanding Loan may be converted into, or continued as, a Term SOFR Loan or a Term ▇▇▇▇▇ Loan. Each notice pursuant to this Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (A) the identity, amount and currency of the Borrowing that a Borrower requests be converted or continued, (B) whether such Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term ▇▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate Borrowing or an ABR Borrowing, (C) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (D) if such Borrowing is to be converted to or continued as a Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Borrowing or Term ▇▇▇▇▇ Borrowing, such Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise the Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s portion of any converted or continued Borrowing. If the applicable Borrower shall not have given notice in accordance with this Section 2.10 to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be converted or continued into (x) in the case of Loans denominated in dollars, a Term SOFR Borrowing with an Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term ▇▇▇▇▇ Borrowing with an Interest Period of one month.
Appears in 1 contract
Sources: Thirteenth Amendment to Second Amended and Restated Credit Agreement (NRG Energy, Inc.)
Conversion and Continuation of Borrowings. The Borrowers Borrower shall have the right at any time upon prior irrevocable notice (including by telephone or e-mail, which in the Parent Borrower case of telephonic notice, shall be promptly followed by written notice) to the Administrative Agent (a) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, (b) not later than 1:00 2:00 p.m., New York City time, one Business Day (or U.S. Government Securities Business Day in the case of SOFR Borrowings) prior to conversion, to convert any Term ▇▇▇▇▇ Eurodollar Borrowing or SOFR Borrowing into a Canadian Base Rate Borrowing and an ABR Borrowing, (cb) not later than 1:00 2:00 p.m., New York City time, three Business Days (or U.S. Government Securities Business Days in the case of SOFR Borrowings) prior to conversion or continuationcontinuation (or such shorter period as may be agreed by the Administrative Agent), to convert any ABR Borrowing (other than any ABR Borrowing consisting of 2022 Revolving Credit Loans or 2022 Refinancing Term Loans) into a Eurodollar Borrowing or to convert any ABR Borrowing consisting of 2022 Revolving Credit Loans or 2022 Refinancing Term SOFR Borrowing, any Daily Simple SOFR Borrowing Loans into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term ▇▇▇▇▇ Borrowing or to continue any Term Eurodollar Borrowing as a Eurodollar Borrowing or a SOFR Borrowing as a Term SOFR Borrowing or a Term ▇▇▇▇▇ Borrowing as a Term ▇▇▇▇▇ Borrowing for an additional Interest Period, and (dc) not later than 1:00 2:00 p.m., New York City time, three Business Days (or U.S. Government Securities Business Days in the case of SOFR Borrowings) prior to conversion (or continuationsuch shorter period as may be agreed by the Administrative Agent), to convert or continue the Interest Period with respect to any Term Eurodollar Borrowing or SOFR Borrowing or Term ▇▇▇▇▇ Borrowing of the Borrowers to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) no SOFR Borrowing may be converted into a Eurodollar Borrowing and, except as provided under the Twelfth Extension Amendment and the Thirteenth Refinancing Amendment, no Eurodollar Borrowing may be converted into a SOFR Borrowing;
(ii) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9;
(iiiii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iiiiv) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Term SOFR Eurodollar Loan or Term ▇▇▇▇▇ Loan SOFR Borrowing (or or, in each case, portion thereof) being converted shall be paid by the Borrowers Borrower at the time of conversion;
(ivv) if any Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ SOFR Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(vvi) any portion of a Eurodollar Borrowing, SOFR Borrowing or ABR Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ SOFR Borrowing;
(vivii) any portion of a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ SOFR Borrowing that cannot be converted into or continued as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ Borrowing (SOFR Borrowing, as applicable) , by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing;
(viiviii) [reserved]; andno Interest Period may be selected for any Eurodollar Borrowing or SOFR Borrowing that would end later than a Repayment Date occurring on or after the first day of such Interest Period if, after giving effect to such selection, the aggregate outstanding amount of (A) the Eurodollar Borrowings or SOFR Borrowing comprised of Loans or Other Loans, as applicable, with Interest Periods ending on or prior to such Repayment Date and (B) the ABR Borrowings comprised of Loans or Other Loans, as applicable, would not be at least equal to the principal amount of Borrowings to be paid on such Repayment Date;
(viiiix) upon notice to the Borrower from the Administrative Agent given at the request of the Required Lenders, after the occurrence and during the continuance of an a Default or Event of Default, no outstanding Loan may be converted into, or continued as, a Term SOFR Eurodollar Loan or a Term ▇▇▇▇▇ SOFR Loan; and
(x) all Eurodollar Loans or SOFR Loans comprising a Borrowing shall at all times have the same Interest Period. Each notice pursuant to this Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (A) the identity, identity and amount and currency of the Borrowing that a the Borrower requests be converted or continued, (B) whether such Borrowing is to be converted to or continued as a Term SOFR Eurodollar Borrowing, a Term ▇▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate Borrowing or an ABR Borrowing, (C) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (D) if such Borrowing is to be converted to or continued as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ SOFR Borrowing, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ SOFR Borrowing, such the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise the Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s portion of any converted or continued Borrowing. If the applicable Borrower shall not have given notice in accordance with this Section 2.10 to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), if a Eurodollar Borrowing or SOFR Borrowing, automatically be converted or continued into (x) in to an ABR Borrowing effective as of the case expiration date of Loans denominated in dollars, a Term SOFR Borrowing with an such current Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term ▇▇▇▇▇ Borrowing with an Interest Period of one monthPeriod.
Appears in 1 contract
Sources: Credit Agreement (Altice USA, Inc.)
Conversion and Continuation of Borrowings. The Borrowers shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (a) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, (b) not later than 1:00 p.m., New York City time, one Business Day prior to conversion, to convert any Term ▇C▇▇▇▇ Borrowing into a Canadian Base Rate Borrowing and (c) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Borrowing into a Term SOFR Borrowing, any Daily Simple SOFR Borrowing into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term ▇C▇▇▇▇ Borrowing or to continue any Term SOFR Borrowing as a Term SOFR Borrowing or a Term ▇C▇▇▇▇ Borrowing as a Term ▇C▇▇▇▇ Borrowing for an additional Interest Period, and (d) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert or continue the Interest Period with respect to any Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing of the Borrowers to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9;
(ii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Term SOFR Loan or Term ▇C▇▇▇▇ Loan (or portion thereof) being converted shall be paid by the Borrowers at the time of conversion;
(iv) if any Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(v) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing;
(vi) any portion of a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing that cannot be converted into or continued as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing (as applicable) by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing;
(vii) [reserved]; and
(viii) after the occurrence and during the continuance of an Event of Default, no outstanding Loan may be converted into, or continued as, a Term SOFR Loan or a Term ▇C▇▇▇▇ Loan. Each notice pursuant to this Section Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (A) the identity, amount and currency of the Borrowing that a Borrower requests be converted or continued, (B) whether such Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term ▇C▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate Borrowing or an ABR Borrowing, (C) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (D) if such Borrowing is to be converted to or continued as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing, such Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise the Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s portion of any converted or continued Borrowing. If the applicable Borrower shall not have given notice in accordance with this Section 2.10 to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be converted or continued into (x) in the case of Loans denominated in dollars, a Term SOFR Borrowing with an Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term ▇C▇▇▇▇ Borrowing with an Interest Period of one month.
Appears in 1 contract
Sources: Credit Agreement (NRG Energy, Inc.)
Conversion and Continuation of Borrowings. The Borrowers shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (a) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, (b) not later than 1:00 p.m., New York City time, one Business Day prior to conversion, to convert any Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng into a Canadian Base Rate Borrowing and (c) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Borrowing into a Term SOFR Borrowing, any Daily Simple SOFR Borrowing into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng or to continue any Term SOFR Borrowing as a Term SOFR Borrowing or a Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng as a Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng for an additional Interest Period, and (d) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert or continue the Interest Period with respect to any Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng of the Borrowers to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9;
(ii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Term SOFR Loan or Term ▇▇▇CORRA Lo▇▇ Loan (or ▇r portion thereof) being converted shall be paid by the Borrowers at the time of conversion;
(iv) if any Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(v) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing▇ng;
(vi) any portion of a Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng that cannot be converted into or continued as a Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng (as applicable) US-DOCS\159452469.6 by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing;
(vii) [reserved]; and
(viii) after the occurrence and during the continuance of an Event of Default, no outstanding Loan may be converted into, or continued as, a Term SOFR Loan or a Term CORRA Lo▇▇▇▇▇ Loan. Each notice pursuant to this Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (A) the identity, amount and currency of the Borrowing that a Borrower requests be converted or continued, (B) whether such Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term CORRA Bo▇▇▇▇▇ Borrowing▇ng, a Daily Simple SOFR Loan, a Canadian Base Rate Borrowing or an ABR Borrowing, (C) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (D) if such Borrowing is to be converted to or continued as a Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing▇ng, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Borrowing or Term CORRA Bo▇▇▇▇▇ Borrowing▇ng, such Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise the Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s portion of any converted or continued Borrowing. If the applicable Borrower shall not have given notice in accordance with this Section 2.10 to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be converted or continued into (x) in the case of Loans denominated in dollars, a Term SOFR Borrowing with an Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term CORRA Bo▇▇▇▇▇ Borrowing ▇ng with an Interest Period of one month.
Appears in 1 contract
Sources: Credit Agreement (NRG Energy, Inc.)
Conversion and Continuation of Borrowings. The Borrowers Each Borrower, as applicable, shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (a) not later than 1:00 p.m.12:00 (noon), New York City time, on the day date of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Eurodollar Borrowing into an ABR Borrowing, Borrowing or convert any Term SOFR CDOR Rate Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Canadian Prime Rate Borrowing, (b) not later than 1:00 p.m., New York City time, one Business Day prior to conversion, to convert any Term ▇▇▇▇▇ Borrowing into a Canadian Base Rate Borrowing and 12:00 (c) not later than 1:00 p.m.noon), New York City time, three Business Days prior to conversion or continuation, to convert any ABR Borrowing into a Term SOFR Borrowing, any Daily Simple SOFR Borrowing into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term ▇▇▇▇▇ Eurodollar Borrowing or to continue any Term SOFR Eurodollar Borrowing as a Term SOFR Borrowing or a Term ▇▇▇▇▇ Borrowing as a Term ▇▇▇▇▇ Eurodollar Borrowing for an additional Interest Period, and (c) not later than 12:00 (noon), New York City time, two Business Days prior to conversion or continuation, to convert any Canadian Prime Rate Borrowing into a CDOR Rate Borrowing or to continue any CDOR Rate Borrowing as a CDOR Rate Borrowing for an additional Interest Period, (d) not later than 1:00 p.m.12:00 (noon), New York City time, three Business Days prior to conversion or continuationconversion, to convert or continue the an Interest Period with respect to any Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ Borrowing of the Borrowers to another permissible Interest Period or and (e) not later than 12:00 (noon), New York City time, two Business Days prior to conversion, to convert an additional Interest Period with respect to any CDOR Rate Borrowing to another permissible Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) until the Acquisition takes place, the Borrowers shall not be entitled to borrow any Eurodollar Borrowing or CDOR Rate Borrowing;
(ii) until the Administrative Agent shall have notified the Borrowers that the primary syndication of the Term Loan Commitments has been completed (which notice shall be given as promptly as practicable and, in any event, within 30 days after the Closing Date), no ABR Borrowing may be converted into a Eurodollar Borrowing with an Interest Period in excess of one month and no Canadian Prime Rate Term Loan may be converted into a CDOR Rate Term Loan with an Interest Period of more than one month;
(iii) each conversion or continuation shall be made pro rata among the Tranche B-1 Lenders and Tranche B-2 Lenders, as applicable, in accordance with the respective principal amounts of the Term Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9;
(iiiv) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iiiv) each conversion of a Tranche B-1 Loan shall be effected by each Tranche B-1 Lender and the Administrative Agent by recording for the account of such Lender the new Term Loan of such Tranche B-1 Lender resulting from such conversion and reducing the Term Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Eurodollar Term SOFR Loan or Term ▇▇▇▇▇ Loan (or portion thereof) being converted shall be paid by the Borrowers US Borrower at the time of conversion;
(ivvi) each conversion of a Tranche B-2 Loan shall be effected by each Tranche B-2 Lender and the Administrative Agent by recording for the account of such Lender the new Term Loan of such Tranche B-2 Lender resulting from such conversion and reducing the Term Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued interest on any CDOR Rate Term Loan (or portion thereof) being converted shall be paid by the Canadian Borrower at the time of conversion;
(vii) if any Term SOFR Borrowing or Term ▇▇▇▇▇ Eurodollar Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers US Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(vviii) if any CDOR Rate Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Canadian Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(ix) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ CDOR Rate Borrowing;
(vix) any portion of a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ CDOR Rate Borrowing that cannot be converted into or continued as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ CDOR Rate Borrowing (as applicable) by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing or Canadian Prime Rate Borrowing, respectively;
(viixi) [reserved]no Interest Period may be selected for any Eurodollar Borrowing that would end later than a Term Loan Repayment Date occurring on or after the first day of such Interest Period if, after giving effect to such selection, the aggregate outstanding amount of (A) the Eurodollar Borrowings comprised of Term Loans or Other Term Loans, as applicable, with Interest Periods ending on or prior to such Term Loan Repayment Date and (B) the ABR Borrowings comprised of Term Loans or Other Term Loans, as applicable, would not be at least equal to the principal amount of such Borrowings to be paid by the US Borrower on such Term Loan Repayment Date;
(xii) no Interest Period may be selected for any CDOR Rate Borrowing that would end later than a Term Loan Repayment Date occurring on or after the first day of such Interest Period if, after giving effect to such selection, the aggregate outstanding amount of (A) the CDOR Rate Borrowings comprised of Term Loans or Other Terms Loans, as applicable, with Interest Periods ending on or prior to such Term Loan Repayment Date and (B) the Canadian Prime Rate Borrowings comprised of Term Loans or Other Term Loans, as applicable, would not be at least equal to the principal amount of such Borrowings to be paid by the Canadian Borrower on such Term Loan Repayment Date; and
(viiixiii) upon notice to the Borrowers from the Administrative Agent given at the request of the Required Lenders, after the occurrence and during the continuance of an a Default or Event of Default, no outstanding Term Loan may be converted into, or continued as, a Eurodollar Term SOFR Loan or a CDOR Rate Term ▇▇▇▇▇ Loan. Each notice pursuant to this Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (Ai) the identity, identity and amount and currency of the Borrowing that a Borrower each of the Borrowers requests be converted or continued, (Bii) whether such Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term ▇▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate Eurodollar Borrowing or an ABR Borrowing or as a CDOR Rate Borrowing or Canadian Prime Rate Borrowing, as applicable, (Ciii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (Div) if such Borrowing is to be converted to or continued as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ a CDOR Rate Borrowing, as applicable, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Eurodollar Borrowing or Term ▇▇▇▇▇ CDOR Rate Borrowing, such Borrower as applicable, the Borrowers shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise the Lenders of the relevant Tranche of any notice given pursuant to this Section 2.10 and of each Lender’s portion of any converted or continued Borrowing. If the applicable Borrower Borrowers shall not have given notice in accordance with this Section 2.10 to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be converted continued as an ABR Borrowing or continued into (x) in the case of Loans denominated in dollarsa Canadian Prime Rate Borrowing, a Term SOFR Borrowing with an Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term ▇▇▇▇▇ Borrowing with an Interest Period of one monthas applicable.
Appears in 1 contract
Conversion and Continuation of Borrowings. (a) (a) The Borrowers Parent (on its own behalf, in the case of a Borrowing denominated in dollars; or on behalf of the applicable Foreign Subsidiary Borrower, in the case of a Borrowing denominated in a Foreign Currency) or the applicable Foreign Subsidiary Borrower (in the case of a Borrowing denominated in a Foreign Currency) shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (ax) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, 12:00 (b) not later than 1:00 p.m.noon), New York City time, one Business Day prior to conversion, to convert any Term ▇▇▇▇▇ LIBOR Borrowing in dollars into a Canadian Base Rate Borrowing and an ABR Borrowing, (cy) not later than 1:00 p.m.11:00 a.m., New York City time (or 11:00 a.m., London time, if a Borrowing is being continued as or converted to a Borrowing denominated in a Foreign Currency), three Business Days prior to conversion or continuation, to convert any ABR Borrowing of Syndicated Loans into a Term SOFR Borrowing, any Daily Simple SOFR LIBOR Borrowing into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term ▇▇▇▇▇ Borrowing in dollars or to continue any Term SOFR LIBOR Borrowing as a Term SOFR LIBOR Borrowing or a Term ▇▇▇▇▇ Borrowing as a Term ▇▇▇▇▇ Borrowing in the same currency for an additional Interest PeriodPeriod or Periods, and (dz) not later than 1:00 p.m.11:00 a.m., New York City time (or 11:00 a.m., London time, if such Borrowing is denominated in a Foreign Currency), three Business Days prior to conversion or continuationconversion, to convert or continue the Interest Period with respect to any Term SOFR LIBOR Borrowing or Term ▇▇▇▇▇ Borrowing of the Borrowers to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9;
(ii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a2.2(a) and 2.02(b2.2(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Term SOFR Loan or Term ▇▇▇▇▇ LIBOR Loan (or portion thereof) being converted shall be paid by the Borrowers applicable Borrower at the time of conversion;
(iv) if any Term SOFR Borrowing or Term ▇▇▇▇▇ LIBOR Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers applicable Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.164.4;
(v) any portion of a no ABR Borrowing maturing or required to be repaid in less than one month may not be converted into or a LIBOR Borrowing during the one-month period prior to the Maturity Date; and no LIBOR Borrowing whose Interest Period ends during the one-month period prior to the Maturity Date may be continued as a Term SOFR LIBOR Borrowing or Term ▇▇▇▇▇ Borrowing;for an additional Interest Period; and
(vi) any portion of a Term SOFR Borrowing or Term ▇▇▇▇▇ LIBOR Borrowing that cannot be converted into or continued as a Term SOFR LIBOR Borrowing or Term ▇▇▇▇▇ Borrowing (as applicable) by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing be automatically converted into an ABR Borrowing;
Borrowing (viiif such LIBOR Borrowing is denominated in dollars) [reserved]; and
or repaid by the applicable Borrower (viii) after the occurrence and during the continuance of an Event of Default, no outstanding Loan may be converted into, or continued as, if such LIBOR Borrowing is denominated in a Term SOFR Loan or a Term ▇▇▇▇▇ LoanForeign Currency). Each notice pursuant to this Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (Ai) the identity, identity of the Borrower of the applicable Borrowing and the amount and currency of the Borrowing that a Borrower requests is requested to be converted or continued, (Bii) whether such Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term ▇▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate LIBOR Borrowing or an ABR Borrowing, (Ciii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) ), and (Div) if such Borrowing is to be converted to or continued as a Term SOFR Borrowing or Term ▇▇▇▇▇ LIBOR Borrowing, the Interest Period with respect thereto. No such notice shall be given more than seven Business Days prior to the effective date of the applicable conversion or continuation. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Borrowing or Term ▇▇▇▇▇ LIBOR Borrowing, such the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. The Administrative Agent shall advise the Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s 's portion of any converted or continued Borrowing. If the applicable Borrower notice shall not have been given notice in accordance with this Section 2.10 to continue any LIBOR Borrowing of Syndicated Loans into a subsequent Interest Period or (and shall not otherwise have given notice in accordance with this Section 2.10 the case of the Borrowing denominated in dollars) to convert such Borrowing to an ABR Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), shall automatically be converted or continued into to an ABR Borrowing (x) in the case of Loans if such Borrowing is denominated in dollars, a Term SOFR ) or shall be repaid (if such Borrowing with an Interest Period of one month and (y) in the case of Loans is denominated in Canadian Dollars, a Term ▇▇▇▇▇ Borrowing with an Interest Period of one monthForeign Currency).
Appears in 1 contract
Sources: Credit Agreement (Movado Group Inc)
Conversion and Continuation of Borrowings. The Borrowers Borrower shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (a) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, (b) not later than 1:00 p.m., New York City time, one Business Day prior to conversion, to convert any Term ▇C▇▇▇▇ Borrowing into a Canadian Base Rate Borrowing and (c) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Borrowing into a Term SOFR Borrowing, any Daily Simple SOFR Borrowing into a Term SOFR Borrowing or any Canadian Base Rate Borrowing into a Term ▇C▇▇▇▇ Borrowing or to continue any Term SOFR Borrowing as a Term SOFR Borrowing or a Term ▇C▇▇▇▇ Borrowing as a Term ▇C▇▇▇▇ Borrowing for an additional Interest Period, and (d) not later than 1:00 p.m., New York City time, three Business Days prior to conversion or continuation, to convert or continue the Interest Period with respect to any Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing of the Borrowers Borrower to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Borrowing; US-DOCS\155682452.9;
(ii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any Term SOFR Loan or Term ▇C▇▇▇▇ Loan (or portion thereof) being converted shall be paid by the Borrowers Borrower at the time of conversion;
(iv) if any Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(v) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing;
(vi) any portion of a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing that cannot be converted into or continued as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing (as applicable) by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing;
(vii) [reserved]; and
(viii) after the occurrence and during the continuance of an Event of Default, no outstanding Loan may be converted into, or continued as, a Term SOFR Loan or a Term ▇C▇▇▇▇ Loan. Each notice pursuant to this Section Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (A) the identity, amount and currency of the Borrowing that a the Borrower requests be converted or continued, (B) whether such Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term ▇C▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate Borrowing or an ABR Borrowing, (C) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (D) if such Borrowing is to be converted to or continued as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Borrowing or Term ▇C▇▇▇▇ Borrowing, such the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise the Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s portion of any converted or continued Borrowing. If the applicable Borrower shall not have given notice in accordance with this Section 2.10 to continue any Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Borrowing), such Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be converted or continued into (x) in the case of Loans denominated in dollars, a Term SOFR Borrowing with an Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term ▇C▇▇▇▇ Borrowing with an Interest Period of one month.
Appears in 1 contract
Sources: Credit Agreement (NRG Energy, Inc.)
Conversion and Continuation of Borrowings. The Borrowers A Credit Party shall have the right at any time upon prior irrevocable notice by the Parent Borrower to the Administrative Agent (a) not later than 1:00 p.m., New York City time, on the day of conversion, to convert any Term SOFR Borrowing or Daily Simple SOFR Borrowing into an ABR Borrowing, any Term SOFR Borrowing into a Daily Simple SOFR Borrowing or any ABR Borrowing into a Daily Simple SOFR Borrowing, 12:00 (b) not later than 1:00 p.m.noon), New York City time, one Business Day prior to conversion, to convert any Term ▇▇▇▇▇ Eurodollar Term, Reimbursement or Revolving Borrowing into a Canadian Base Rate Borrowing and an ABR Term, Reimbursement or Revolving Borrowing, (cb) not later than 1:00 p.m.10:00 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Term, Reimbursement or Revolving Borrowing into a Term SOFR BorrowingEurodollar Term, any Daily Simple SOFR Borrowing into a Term SOFR Borrowing Reimbursement or any Canadian Base Rate Borrowing into a Term ▇▇▇▇▇ Revolving Borrowing or to continue any Term SOFR Eurodollar Term, Reimbursement or Revolving Borrowing as a Term SOFR Borrowing Eurodollar Term, Reimbursement or a Term ▇▇▇▇▇ Borrowing as a Term ▇▇▇▇▇ Revolving Borrowing for an additional Interest Period, and (dc) not later than 1:00 p.m.10:00 a.m., New York City time, three Business Days prior to conversion or continuationconversion, to convert or continue the Interest Period with respect to any Term SOFR Eurodollar Term, Reimbursement or Revolving Borrowing or Term ▇▇▇▇▇ Borrowing of the Borrowers to another permissible Interest Period or an additional Interest Period, as applicable, subject in each case to the following; provided that, for the avoidance of doubt, as of the Eighth Amendment Effective Date, Term Borrowings may only be converted into Term SOFR Loans or ABR Loans unless a Benchmark Transition Event has occurred pursuant to Section 2.04 with respect to Term SOFR:
(i) each conversion or continuation shall be made pro rata among the relevant Lenders in accordance with the respective principal amounts of the Loans comprising the converted or continued Term Borrowing; US-DOCS\155682452.9, Tranche A Reimbursement Borrowing or Revolving Borrowing, as applicable;
(ii) if less than all the outstanding principal amount of any Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing shall be converted or continued, then each resulting Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing, as applicable, shall satisfy the limitations specified in 91 US-DOCS\155682452.9 Sections 2.02(a) and 2.02(b(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Term Loan, Tranche A Reimbursement Loan or Revolving Loan, as applicable, of such Lender resulting from such conversion and reducing the Term Loan, Tranche A Reimbursement Loan or Revolving Loan, as applicable, (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued and unpaid interest on any a Term SOFR Loan, Tranche A Reimbursement Loan or Term ▇▇▇▇▇ Loan Revolving Loan, as applicable, (or portion thereof) being converted shall be paid by the Borrowers applicable Credit Party at the time of conversion;
(iv) if any Term SOFR Borrowing Eurodollar Term, Reimbursement or Term ▇▇▇▇▇ Revolving Borrowing is converted at a time other than the end of the Interest Period applicable thereto, the Borrowers applicable Credit Party shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.162.15;
(v) any portion of a Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing, as applicable, maturing or required to be repaid in less than one month may not be converted into or continued as a Term SOFR Borrowing Eurodollar Term, Reimbursement or Term ▇▇▇▇▇ Revolving Borrowing;
(vi) any portion of a Term SOFR Eurodollar Term, Reimbursement or Revolving Borrowing or Term ▇▇▇▇▇ which Borrowing that cannot be converted into or continued as a Term SOFR Eurodollar Term, Reimbursement or Revolving Borrowing or Term ▇▇▇▇▇ Borrowing (as applicable) by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Term, Reimbursement or Revolving Borrowing;, as applicable; and
(vii) [reserved]; and
(viii) no Interest Period may be selected for any Eurodollar Term or Reimbursement Borrowing that would end later than an Installment Date occurring on or after the occurrence first day of such Interest Period if, after giving effect to such selection, the aggregate outstanding amount of (A) the Eurodollar Term or Reimbursement Borrowings made pursuant to the same Commitments with Interest Periods ending on or prior to such Installment Date and during (B) the continuance ABR Term or Reimbursement Borrowings made pursuant to the same Commitments would not be at least equal to the principal amount of an Event of Default, no outstanding Loan may Term Borrowings and (based on the Borrower's expected allocation on such Installment Date under Section 2.11(c)) Tranche A Reimbursement Borrowings made pursuant to the same Commitments to be converted into, or continued as, a Term SOFR Loan or a Term ▇▇▇▇▇ Loanpaid on such Installment Date. Each notice pursuant to this Section 2.10 shall be irrevocable and shall refer to this Agreement and specify (Ai) the identity, identity and amount and currency of the Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing that a Borrower the applicable Credit Party requests be converted or continued, (Bii) whether such Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing is to be converted to or continued as a Term SOFR Borrowing, a Term ▇▇▇▇▇ Borrowing, a Daily Simple SOFR Loan, a Canadian Base Rate Eurodollar Borrowing or an ABR Borrowing, (Ciii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (Div) if such Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing is to be converted to or continued as a Term SOFR Borrowing or Term ▇▇▇▇▇ Eurodollar Borrowing, the Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Term SOFR Borrowing or Term ▇▇▇▇▇ Eurodollar Borrowing, such Borrower the applicable Credit Party shall be deemed to have selected an Interest Period of one month’s 's duration. The Administrative Agent shall advise the other Lenders of any notice given pursuant to this Section 2.10 and of each Lender’s 's portion of any converted or continued Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing. If the applicable Borrower Credit Party shall not have given notice in accordance with this Section 2.10 to continue any Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing into a subsequent Interest Period (and shall not otherwise have given notice in accordance with this Section 2.10 to convert such Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing), such Term Borrowing, Tranche A Reimbursement Borrowing or Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued or converted or continued into (x) in the case of Loans denominated in dollars, a Term SOFR Borrowing with an Interest Period of one month and (y) in the case of Loans denominated in Canadian Dollars, a Term ▇▇▇▇▇ Borrowing with an Interest Period of one monthABR Borrowing.
Appears in 1 contract