Common use of Disbursement of Swing Line Advances Clause in Contracts

Disbursement of Swing Line Advances. Unless otherwise notified in writing by Agent promptly following each receipt of Request for Swing Line Advance hereunder, Swing Line Bank may assume that all conditions precedent to the disbursement of such requested Swing Line Advance have been satisfied, including without limitation that no Default or Event of Default has occurred and is continuing and that the entirety of the Swing Line Maximum Amount less any outstanding Swing Line Advances is available hereunder (provided that Agent shall have no responsibility whatsoever to Swing Line Bank or to any other Lender to give any notice hereunder, except as set forth in Section 12.12 of this Agreement), and subject to the proper submission of an executed Request for Swing Line Advance by Company or a Permitted Borrower without exceptions noted in the compliance certification therein and to the other terms and conditions hereof, Swing Line Bank shall make available to Company or the applicable Permitted Borrower the amount so requested, in like funds and currencies, not later than: (i) for Prime-based Advances or Quoted Rate Advances, not later than 5:00 p.m. (eastern time) on the date of such Advance by credit to an account of Company or the applicable Permitted Borrower maintained with the Swing Line Bank or with Agent or to such other account or third party as Company or the Permitted Borrower may reasonably direct in writing; and (ii) for Eurocurrency-based Advances, not later than 4:00 p.m. (the time of the office of Swing Line Bank funding such Advance) on the date of such Advance, by credit to an account of Company or the Permitted Borrower maintained with the Swing Line Bank's or the Agent's Correspondent or to such other account or third party as Company or the applicable Permitted Borrower may reasonably direct. Swing Line Bank shall promptly notify Agent of any Swing Line Advance by telephone, telex or telecopier.

Disbursement of Swing Line Advances. Unless otherwise notified in writing by Agent promptly following each receipt of Request for Swing Line Advance hereunder, Swing Line Bank may assume that all conditions precedent Subject to the disbursement of such requested Swing Line Advance have been satisfied, including without limitation that no Default or Event of Default has occurred and is continuing and that the entirety of the Swing Line Maximum Amount less any outstanding Swing Line Advances is available hereunder (provided that Agent shall have no responsibility whatsoever to Swing Line Bank or to any other Lender to give any notice hereunder, except as set forth in Section 12.12 of this Agreement), and subject to the proper submission of an executed Request for Swing Line Advance by Company or a Permitted Borrower Borrowers without exceptions noted in the compliance certification therein and to the other terms and conditions hereof, Swing Line Bank shall make available to Company or the applicable Permitted Borrower Borrowers the amount so requested, in like funds and currencies, not later than: (i) for Prime-based Advances or Quoted Rate Advancessame day funds, not later than 5:00 4:00 p.m. (eastern Detroit time) on the date of such Swing Line Advance by credit to an account of Company or the applicable Permitted Borrower Borrowers maintained with the Swing Line Bank or with Agent or to such other account or third party as Company or the Permitted Borrower may reasonably direct in writing; and (ii) for Eurocurrency-based Advances, not later than 4:00 p.m. (the time of the office of Swing Line Bank funding such Advance) on the date of such Advance, by credit to an account of Company or the Permitted Borrower maintained with the Swing Line Bank's or the Agent's Correspondent or to such other account or third party as Company or the applicable Permitted Borrower Borrowers may reasonably direct. Swing Line Bank shall promptly notify Agent of any Swing Line Advance by telephone, telex or telecopier. "4C.5 Refunding of or Participation Interest in Swing Line Advances. (a) The Swing Line Bank, at any time in its sole and absolute discretion, may on behalf of the Borrowers (which hereby irrevocably direct the Swing Line Bank to act on their behalf) request each Revolving/Term Bank (including the Swing Line Bank in its capacity as a Revolving/Term Bank) to make a Prime-based Advance of the Revolving Credit in an amount equal to such Revolving/Term Bank's Percentage of the principal amount of the Swing Line Advances (the "Refunded Swing Line Advances") outstanding on the date such notice is given; provided that (i) at any time the aggregate outstanding principal amount of all Swing Line Advances exceeds the Swing Line Commitment, then the Agent shall, on behalf of the Borrowers (which hereby irrevocably direct the Agent to act on their behalf), promptly request each Revolving/Term Bank (including the Swing Line Bank) to make a Revolving Credit Advance in an amount equal to such Revolving/Term Bank's Percentage of the principal amount of such outstanding Swing Line Advance, and (ii) Swing Line Advances may be prepaid by Borrowers in accordance with the provisions of Section 5.6 hereof. Unless any of the events described in Section 10.1(j) shall have occurred (in which event the procedures of paragraph (b) of this Section 4C.5 shall apply) and regardless of whether the conditions precedent set forth in this Agreement to the making of a Revolving Credit Advance are then satisfied, each Revolving/Term Bank shall make the proceeds of its Revolving Credit Advance available to the Agent for the ratable benefit of the Swing Line Bank at the office of the Agent specified in Section 2.4(a) prior to 11:00 a.m. Detroit time, in funds immediately available on the Business Day next succeeding the date such notice is given. The proceeds of such Revolving Credit Advances shall be immediately applied to repay the Refunded Swing Line Advances. (b) If, prior to the making of a Revolving Credit Advance pursuant to paragraph (a) of this Section 4C.5, one of the events described in Section 10.1(j) shall have occurred, each Revolving/Term Bank will, on the date such Revolving Credit Advance was to have been made, purchase from the Swing Line Bank an undivided participating interest in the Refunded Swing Line Bank an undivided participating interest in the Refunded Swing Line Advance. Each such Bank will immediately transfer to the Agent, in immediately available funds, the amount of its participation and upon receipt thereof the Agent will deliver to such Bank a Swing Line Bank Participation Certificate in the form of Exhibit P dated the date of receipt of such funds and in such amount. (c) Each Revolving/Term Bank's obligation to make Revolving Credit Advances and to purchase participation interests in accordance with clauses (a) and (b) above shall be absolute and unconditional and shall not be affected by any circumstance, including, without limitation, (i) any setoff, counterclaim, recoupment, defense or other right which such Bank may have against Swing Line Bank, any of the Borrowers or any other Person for any reason whatsoever; (ii) the occurrence or continuance of any Default or Event of Default; (iii) any adverse change in the condition (financial or otherwise) of any of the Borrowers or any other Person; (iv) any breach of this Agreement by any of the Borrowers or any other Person; (v) any inability of any of the Borrowers to satisfy the conditions precedent to borrowing set forth in this Agreement on the date upon which such participating interest is to be purchased or (vi) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing. If any Bank does not make available to the Agent the amount required pursuant to clause (a) or (b) above, as the case may be, the Agent shall be entitled to recover such amount on demand from such Bank, together with interest thereon for each day from the date of non-payment until such amount is paid in full at the Federal Funds Effective Rate for the first two Business Days and at the Alternate Base Rate thereafter. "Notwithstanding the foregoing however, no Bank shall be required to make any Revolving Credit Advance to refund a Swing Line Advance or to purchase a participation in a Swing Line Advance if prior to the making of such Swing Line Advance by the Swing Line Bank, the Agent received written notice from a Bank specifically stating that such Bank believed that one or more of the conditions precedent to the making of Swing Line Advance(s) had not been met and, in fact, such conditions precedent were not satisfied at the time of the making of such Advance; provided, however that the obligation of the Revolving/Term Banks to make such Revolving Credit Advance or purchase a participation in such Swing Line Advance shall be acquired upon the earlier of occur of (x) the date on which the Bank notifies the Agent that such prior notice is withdrawn and (y) the date of which all conditions precedent to the making of such Swing Line Advance have been satisfied (or waived by the Majority Banks or all Banks, as applicable)."

Disbursement of Swing Line Advances. Unless otherwise notified in writing by Agent promptly following each receipt of a Request for Swing Line Advance hereunder, Swing Line Bank Lender may assume that all conditions precedent to the disbursement of such requested Swing Line Advance have been satisfied, including without limitation that no Default or Event of Default has occurred and is continuing and that the entirety of the Swing Line Maximum Amount less any outstanding Swing Line Advances is available hereunder (provided that Agent shall have no responsibility whatsoever to Swing Line Bank Lender or to any other Lender to give any notice hereunder, except as set forth in Section 12.12 of this Agreement), and subject to the proper submission of an executed Request for Swing Line Advance by Company or a Permitted Borrower without exceptions noted in the compliance certification therein and to the other terms and conditions hereof, Swing Line Bank Lender shall make available to Company or the applicable Permitted Borrower the amount so requested, in like funds and currencies, not later than: (i) for Prime-based Advances or Quoted Rate Advances, not later than 5:00 p.m. (eastern time) on the date of such Advance by credit to an account of Company or the applicable Permitted Borrower maintained with the Swing Line Bank Lender or with Agent or to such other account or third party as Company or the Permitted Borrower may reasonably direct in writing; and (ii) for Eurocurrency-based Advances, not later than 4:00 p.m. (the time of the office of Swing Line Bank Lender funding such Advance) on the date of such Advance, by credit to an account of Company or the Permitted Borrower maintained with the Swing Line Bank's Lender’s or the Agent's ’s Correspondent or to such other account or third party as Company or the applicable Permitted Borrower may reasonably directdirect in writing. Swing Line Bank Lender shall promptly notify Agent of any Swing Line Advance by telephone, telex or telecopier.

Disbursement of Swing Line Advances. Unless otherwise notified in writing by Agent promptly following each receipt of a Request for Swing Line Advance hereunder, Swing Line Bank Lender may assume that all conditions precedent to the disbursement of such requested Swing Line Advance have been satisfied, including without limitation that no Default or Event of Default has occurred and is continuing and that the entirety of the Swing Line Maximum Amount less any outstanding Swing Line Advances is available hereunder (provided that Agent shall have no responsibility whatsoever to Swing Line Bank Lender or to any other Lender to give any notice hereunder, except as set forth in Section 12.12 of this Agreement), and subject to the proper submission of an executed Request for Swing Line Advance by Company or a Permitted Borrower without exceptions noted in the compliance certification therein and to the other terms and conditions hereof, Swing Line Bank Lender shall make available to Company or the applicable Permitted Borrower the amount so requested, in like funds and currencies, not later than: (i) for Prime-based Advances or Quoted Rate Advances, not later than 5:00 p.m. (eastern time) on the date of such Advance by credit to an account of Company or the applicable Permitted Borrower maintained with the Swing Line Bank Lender or with Agent or to such other account or third party as Company or the Permitted Borrower may reasonably direct in writing; and (ii) for Eurocurrency-based Advances, not later than 4:00 p.m. (the time of the office of Swing Line Bank Lender funding such Advance) on the date of such Advance, by credit to an account of Company or the Permitted Borrower maintained with the Swing Line Bank's Lender’s or the Agent's ’s Correspondent or to such other account or third party as Company or the applicable Permitted Borrower may reasonably direct. Swing Line Bank Lender shall promptly notify Agent of any Swing Line Advance by telephone, telex or telecopier.