Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 3 contracts
Sources: Revolving Credit Facility (MSA Safety Inc), Revolving Credit Facility (MSA Safety Inc), Revolving Credit Facility (MSA Safety Inc)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; , provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); applies) and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to only the Base Rate Option or such other interest rates as PNC Bank and the Borrower may agree to Loans advanced in Dollars and from time to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject time shall apply to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionSwing Loans. If at any time the designated rate applicable to any Loan made by any Lender Bank exceeds such Lender’s Bank's highest lawful rate, the rate of interest on such Lender’s Bank's Loan shall be limited to such Lender’s Bank's highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers Borrower shall not be required to pay, and the Lenders Banks shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“"Excess Interest”"). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders Banks may have received hereunder shall be, at the option of the Required LendersBanks, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers Borrower shall have no action against the Administrative Agent or any Lender Bank for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]). Interest on the principal amount of each Loan made in an Optional Currency shall be paid by the Borrower in such Optional Currency.
Appears in 2 contracts
Sources: Revolving Credit Facility (Papa Johns International Inc), Credit Agreement (Papa Johns International Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and the Accordion Term Loans (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; extent applicable), or the Swing Loans, respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrowing Agent may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) an aggregate of 15 Borrowing Tranches in the aggregate among all of the Revolving Credit Loans (including a Borrowing Tranche to which the Base Rate Option Applies)and of Accordion Term Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrowing Agent may not request, convert to, request or renew the LIBOR any Term Rate Loan Option, Daily Simple SOFR Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR a Term Rate Loan Option shall be converted immediately to the Base Rate Option as and (ii) denominated in an Alternative Currency shall either (x) (A) in relation to Loans advanced Term Rate Loans, be converted immediately to the Base Rate Option denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Alternative Currency) at the Overnight end of the Interest Period therefor; and (B) in relation to Daily Rate plus Loans, be converted immediately to the Applicable Margin for LIBOR Base Rate Loans as Option or (y) in relation to any Loans advanced Term Rate Loans, be prepaid at the end of the applicable Interest Period in an Optional Currencyfull, subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] hereunder in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Term SOFR Rate, Daily Simple SOFR, Daily Simple RFR or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 2 contracts
Sources: Credit Agreement (Steel Partners Holdings L.P.), Revolving Credit Agreement (Steel Partners Holdings L.P.)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option Options set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers (i) no outstanding Borrowing Tranche may not request, convert to, be converted to or renew the LIBOR continued as a Term SOFR Rate Option for any Loans Loan or RFR Loan and the (ii) Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall (x) each RFR Loan be automatically be converted immediately to a Base Rate Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of the applicable Alternative Currency) immediately and (y) each Term SOFR Rate Loan be automatically converted to a Base Rate Option as to Loans advanced Loan denominated in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currencyimmediately, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Term SOFR Rate or Daily Simple RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers Borrower in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 2 contracts
Sources: Credit Agreement (Crocs, Inc.), Credit Agreement (Crocs, Inc.)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, LRA --------------------- shall for the Borrowers may select different shall elect an option (an "Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to Option") of having all or any portion of the Loans comprising any Borrowing Tranche; provided that there bear interest at rates determined as follows:
A. LRA shall not for the Borrowers elect to have Revolving Credit Loans bear interest as a Base Rate Loan or an Adjusted Libor Rate Loan. Each Adjusted Libor Rate Loan shall, however, be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all a minimum amount of the Loans (including $100,000.00, or an integral multiple of $50,000.00 for amounts in excess thereof. Each change in an Interest Option made pursuant to this Section shall be deemed both a Borrowing Tranche to which payment of the Base Rate Option Applies); Loan or the Adjusted Libor Rate Loan from which such change was made and provided further a Borrowing (notwithstanding that if the unpaid principal amount of the Loan is not thereby changed) as a Base Rate Loan or an Event Adjusted Libor Rate Loan into which such change was made on the date of Default or Potential Default exists and is continuingsuch change.
(1) Prior to Default, the Borrowers may not requestunpaid principal of the Revolving Credit Loans shall bear interest from the date of Advance as follows:
(a) If a Base Rate Loan is chosen, convert toat a rate per annum which shall, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall from day to day, be converted immediately an amount equal to the lesser of: (i) The Base Rate Option as in effect from day to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate day, plus the Applicable Margin (a "Contract Rate"); or, (ii) the Maximum Rate; or,
(b) If an Adjusted Libor Rate Loan is chosen, at a rate per annum which shall, from day to day, be an amount equal to the lesser of: (i) The Adjusted Libor Rate in effect from day to day, plus the Applicable Margin (also a "Contract Rate"); or, (ii) the Maximum Rate.
(2) LRA shall, for LIBOR the Borrowers, in each Notice of Revolving Credit Advance in which Borrowers shall choose an Adjusted Libor Rate Loans as Loan, give the Bank notice of the Interest Option selected and the Interest Period therefor with respect to any Loans advanced each Borrowing made hereunder.
(3) Prior to the termination of each Interest Period with respect to each Adjusted Libor Rate Loan, LRA for the Borrowers shall give notice (a "Rollover Notice") to the Bank of the Interest Option which shall be applicable to such portion of the Loan upon the expiration of such Interest Period. The Rollover Notice shall be given to the Bank at least one (1) Business Day, in the case of a Base Rate selection, or two (2) Business Days, in the case of an Optional CurrencyAdjusted Libor Rate selection, prior to the termination of the Interest Period. If the Borrowers shall specify an Adjusted Libor Rate, the Rollover Notice shall also specify the length of the succeeding Interest Period (subject to the obligation provisions of the definition of such term), selected by the Borrowers with respect to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionportion of the Loan. Each Rollover Notice shall be irrevocable and effective upon notification thereof to the Bank. If at any time the designated required Rollover Notice shall not have been timely received by the Bank in accordance with the above provisions of this Section prior to the expiration of the then relevant Interest Period in effect when such Rollover Notice was required to be given, the Borrowers shall be deemed to have selected the rate set forth in Section 4.3.A.(1)(a) to be applicable to any such portion of the Loan made by any Lender exceeds upon expiration of such Lender’s highest lawful rateInterest Period and the Borrowers shall be deemed to have given the Bank notice of such selection.
(4) With respect to a Base Rate Loan, the rate Borrowers shall have the right, on any Business Day (a "Conversion Date"), to convert such Base Rate Loan to an Adjusted Libor Rate Loan by giving the Bank a Rollover Notice of such election at least two (2) Business Days prior to such Conversion Date.
B. The Borrowers shall elect to have Term Loans bear interest on such Lender’s as a Base Rate Loan or an Adjusted Libor Rate Loan. Each change in an Interest Option made pursuant to this Section shall be limited to deemed both a payment of the Base Rate Loan or the Adjusted Libor Rate Loan from which such Lender’s highest lawful rate. Interest on change was made and a Borrowing (notwithstanding that the unpaid principal amount of the Loan is not thereby changed) as a Base Rate Loan or an Adjusted Libor Rate Loan into which such change was made on the date of such change.
(1) Prior to Default, the unpaid principal of the Term Loans shall bear interest from the date of Advance as follows:
(a) If a Base Rate Loan is chosen, at a rate per annum which shall, from day to day, be an amount equal to the lesser of: (i) The Base Rate in effect from day to day, plus the Applicable Margin (a "Contract Rate"); or, (ii) the Maximum Rate; or,
(b) If an Adjusted Libor Rate Loan is chosen, at a rate per annum which shall, from day to day, be an amount equal to the lesser of: (i) The Adjusted Libor Rate in effect from day to day, plus the Applicable Margin (also a "Contract Rate"); or, (ii) the Maximum Rate.
(2) The Borrowers shall, in each Optional Currency Notice of Term Loan Advance, give the Bank notice of the initial Interest Option selected and the Interest Period therefor with respect to each Borrowing made hereunder.
(3) Prior to the termination of each Interest Period with respect to each Adjusted Libor Rate Loan, the Borrowers shall give notice, also a "Rollover Notice," to the Bank of the Interest Option which shall be applicable to such portion of the Loan upon the expiration of such Interest Period. Such Rollover Notice shall be given to the Bank at least one (1) Business Day, in the case of a Base Rate selection, or two (2) Business Days, in the case of an Adjusted Libor Rate Loan selection, prior to the termination of such Interest Period. If the Borrowers shall specify an Adjusted Libor Rate Loan, such Rollover Notice shall also specify the length of the succeeding Interest Period (subject to the provisions of the definitions of such term), selected by the Borrowers with respect to such portion of the Loan. Each rollover notice shall be irrevocable and effective upon notification thereof to the Bank. If the required Rollover Notice shall not have been timely received by the Bank (in accordance with the above provisions of this Section) prior to the expiration of the then relevant Interest Period in effect when such Notice was required to be given, the Borrowers shall be deemed to have selected the rate set forth in Section 4.3.B.(1)(a) to be applicable to such portion of the Loan upon expiration of such Interest Period and the Borrowers shall be deemed to have given the Bank notice of such selection.
(4) With respect to a Base Rate Loan, the Borrowers shall have the right, on any Business Day, also a "Conversion Date," to convert such Base Rate Loan to an Adjusted Libor Rate Loan by giving the Bank a Rollover Notice of such election at least three (3) Business Days, in the case of an Adjusted Libor Rate Loan selection, prior to such Conversion Date.
C. Not more than ten (10) Adjusted Libor Rate Loans may be outstanding at any one time.
D. The Borrower's right to convert all or any portion of the Loans to any Interest Option is subject to the following:
(1) Accrued interest on a Loan (or portion thereof) being converted or continued shall be paid by the Borrowers in such Optional Currency. Notwithstanding at the time of conversion or continuation;
(2) If any provisions to Adjusted Libor Rate Loan is converted at any time other than the contrary contained in this Agreement or any other Loan Documentend of an Interest Period applicable thereto, the Borrowers shall not be make such payments associated therewith as are required pursuant to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; Section 5.5;
(3) Any portion of a Loan required to be paid on any Excess date occurring less than thirty (30) days after the end of the then current Interest that the Lenders Period applicable to such Loan, may have received hereunder not be converted into, or continued as, an Adjusted Libor Rate Loan and shall be, be automatically converted at the option end of the Required Lenders, (a) applied as such Interest Period into a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoingBase Rate Loan; and,
(4) the interest rates provided for herein No Base Rate Loan may be converted to an Adjusted Libor Rate Loan and no Adjusted Libor Rate Loan may be continued as such when any Default or Event of Default has occurred and is continuing, but each such Loan shall be automatically reduced converted to a Base Rate Loan on the maximum lawful rate allowed from time to time under last day of each applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 2 contracts
Sources: Credit Agreement (Us Legal Support Inc), Credit Agreement (Us Legal Support Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 4.1, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Borrower, (i) Revolving Credit Loans comprising any Borrowing Tranche; provided that there shall not be bear interest at any one time outstanding more than twelve (12A) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for as set forth in Section 4.1(c) or (B) the LIBOR Rate plus the Applicable Margin as set forth in Section 4.1(c), (ii) Alternative Currency Loans shall bear interest at the LIBOR Rate plus the Applicable Margin as to any set forth in Section 4.1(c) and (iii) Swingline Loans advanced shall bear interest at the Base Rate plus the Applicable Margin as set forth in an Optional CurrencySection 4.1(c); provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date. The Borrower shall select the rate of interest and Interest Period, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate if any, applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateat the time a Notice of Borrowing is given pursuant to Section 2.4 or 3.5 or at the time a Notice of Conversion/Continuation is given pursuant to Section 4.2. Each Loan or portion thereof bearing interest based on the Base Rate (including, the rate of interest on such Lender’s Loan without limitation, each Swingline Loan) shall be limited to such Lender’s highest lawful rate. Interest a "Base Rate Loan" and each Loan or portion thereof bearing interest based on the principal amount of each Optional LIBOR Rate shall be a "LIBOR Rate Loan." Any Revolving Credit Loan or any portion thereof as to which the Borrower has not duly specified an interest rate as provided herein shall be deemed a Base Rate Loan denominated in Dollars. Any Alternative Currency Loan or any portion thereof as to which the Borrower has not duly specified an interest rate as provided herein shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other deemed a LIBOR Rate Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount with an Interest Period of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection month and shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; made four (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect Business Days after receipt of such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).notice
Appears in 2 contracts
Sources: Credit Agreement (Compx International Inc), Credit Agreement (Compx International Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it them from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); provided that only the Base Rate or such other interest rates as PNC Bank and the Borrowers may agree to from time to time shall apply to the Swing Loans; and provided further that if an Event of Default or Potential Default exists exits and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 4.9 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 2 contracts
Sources: Revolving Credit Facility (Allegheny Technologies Inc), Credit Agreement (Allegheny Technologies Inc)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR the Term SOFR Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Loans, or the Base Rate Option] Option or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Daily Simple SOFR Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; below applicable to the Swing Loans, respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Revolving Credit Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Term SOFR Rate Option for any Revolving Credit Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Daily Simple SOFR or Term SOFR Rate shall be paid determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to payAdministrative Agent, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein determination shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])conclusive absent manifest error.
Appears in 2 contracts
Sources: Credit Agreement (Chesapeake Utilities Corp), Credit Agreement (Chesapeake Utilities Corp)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Term SOFR Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Loans, or the Base Rate Option] Option or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Daily Simple SOFR Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; below applicable to the Swing Loans, respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Term SOFR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject in all cases to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.11 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Daily Simple SOFR or Term SOFR Rate shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out in accordance with the terms of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Agreement, and such determination shall be conclusive absent manifest error.
Appears in 2 contracts
Sources: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Term SOFR Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Loans, or the Base Rate Option] Option or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Daily Simple SOFR Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; below applicable to the Swing Loans, respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Term SOFR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject in all cases to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.11 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Daily Simple SOFR or Term SOFR Rate shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out in accordance with the terms of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Agreement, and such determination shall be conclusive absent manifest error.
Appears in 2 contracts
Sources: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the U.S. Borrower:
(i) Revolving Credit Loans comprising any Borrowing Tranche; (other than Alternative Currency Revolving Credit Loans) shall bear interest at (A) the Base Rate plus the Applicable Margin or (B) the LIBOR Rate plus the Applicable Margin (provided that there the LIBOR Rate shall not be at any one time outstanding more than twelve (12) Borrowing Tranches available until the second Business Day after the Closing Date unless the U.S. Borrower has delivered to the Administrative Agent a letter in form and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in the aggregate among all manner set forth in Section 4.9 of this Agreement (any such letter, a “Closing Date Indemnification Letter”));
(ii) the Alternative Currency Revolving Credit Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew shall bear interest at the LIBOR Rate Option for any Loans and plus the Required Lenders may demand Applicable Margin (provided that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall not be converted immediately available until four (4) Business Days after the Closing Date unless the U.S. Borrower has delivered to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing Administrative Agent a Closing Date Indemnification Letter); and
(iii) each Swingline Loan shall bear interest at the Overnight Base Rate plus the Applicable Margin for LIBOR Base Rate Loans or as to any Loans advanced in an Optional Currencythe U.S. Borrower and the applicable Swingline Lender may agree. The U.S. Borrower, subject to the obligation on behalf of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time Applicable Borrower, shall select the designated rate of interest and Interest Period, if any, applicable to any Loan made by at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 4.2. Any Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the rate of interest on such Lender’s Loan U.S. Borrower has not duly specified a currency as provided herein shall be limited deemed a Revolving Credit Loan denominated in Dollars. Any Revolving Credit Loan denominated in Dollars or any portion thereof as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan U.S. Borrower has not duly specified an interest rate as provided herein shall be paid by the Borrowers in such Optional Currency. Notwithstanding deemed a Base Rate Loan and any provisions to the contrary contained in this Agreement LIBOR Rate Loan or any other Loan Documentportion thereof as to which the U.S. Borrower, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess on behalf of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Applicable Borrower, has not duly specified an Interest is Period as provided herein shall be deemed a LIBOR Rate Loan for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess month Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (Owens Corning)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Borrower, (i) Revolving Credit Loans comprising any Borrowing Tranche; provided that there denominated in Dollars shall not be bear interest at any one time outstanding more than twelve (12A) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for Percentage or (B) the LIBOR Rate plus the Applicable Percentage, (ii) Revolving Credit Loans as to any Loans advanced denominated in an Optional CurrencyAlternative Currency shall bear interest at the LIBOR Rate plus the Applicable Percentage, subject (iii) the Japanese Yen Loans shall bear interest at (A) the Japanese Base Rate plus the Applicable Percentage and (iv) any Swingline Loan shall bear interest at the LIBOR Market Index Rate plus the Applicable Percentage (provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date unless the Borrower has delivered to the obligation of Administrative Agent a letter in form and substance satisfactory to the Borrowers Administrative Agent indemnifying the Lenders against any loss or expense which may arise or be attributable to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateobtaining, liquidating or employing deposits or other funds acquired to effect, fund or maintain any Loan due to any failure of the Borrower to borrow on the date specified therefore in the initial Notice of Borrowing). The Borrower shall select the rate of interest on such Lender’s and Interest Period, if any, applicable to any Revolving Credit Loan shall be limited at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to such Lender’s highest lawful rateSection 4.2. Interest on the principal amount of each Optional Currency Any Revolving Credit Loan shall be paid by the Borrowers denominated in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement Dollars or any other Loan Document, portion thereof as to which the Borrowers shall Borrower has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced deemed a Base Rate Loan and any Revolving Credit Loan or any portion thereof as to which the maximum lawful rate allowed from time to time under Borrower has not duly specified the applicable Law, Permitted Currency (x) in its Notice of Borrowing as provided herein shall be deemed a request for a Revolving Credit Loan denominated in Dollars and this Agreement and the other Loan Documents (y) in its Notice of Conversion/Continuation as provided herein shall be deemed to have been and shall be reformed and modified a request for a Revolving Credit Loan denominated in the same Permitted Currency as the Revolving Credit Loan to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent be converted or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])continued.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of Interest on all Advances, Term Loan A and Term Loan B, as well as all other monetary Obligations that have been charged to the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans Loan Account pursuant to the terms hereof, on the Daily Balance thereof, shall accrue at one of the following per annum rates selected by Borrower: (i) upon notice to the Bank, the Prime Rate, as and when such rate changes (a "Prime Rate Loan"); (ii) upon a minimum of two Business Days prior notice, two (2) percentage points in excess of the 1 or 3 month LIBOR rate with respect to Term Loan A and Term Loan B, as appropriate, and two (2) percentage points in excess of the 1 month LIBOR rate with respect to Advances, as quoted by Bank from Telerate Page 3750 or any successor thereto (which shall be the LIBOR rate in effect two Business Days prior to commencement of the portion of Term Loan A, Term Loan B or the Advance to be subject to the LIBOR rate) (the "LIBOR Rate" and each such portion of Term Loan A, Term Loan B, or the Advance is a "LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood thatLoan"). Notwithstanding the foregoing, from the Closing Date through April 2, 2004, Term Loan A shall bear interest at a fixed rate equal to 4.75%, per annum, and shall thereafter be subject to the provisions of this Agreement, contained in the Borrowers may select different Interest Rate Options and different Interest Periods immediately preceding sentence. The term "Money Markets" refers to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest wholesale funding markets available to Bank, including negotiable certificates of deposit, commercial paper, eurodollar deposits, bank notes, federal funds and others. If a LIBOR Rate Options with respect to all Loan is prepaid, whether by Borrower or any portion as a result of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if acceleration upon an Event of Default or Potential Default exists otherwise, Borrower agrees to pay all of the Bank Expenses and is continuingInterest Differential (as determined by Bank) incurred as a result of such prepayment. The term "Interest Differential" shall mean that sum equal to the greater of 0 or the financial loss incurred by Bank resulting from prepayment, calculated as the Borrowers may difference between the amount of interest the Bank would have earned (from like investments in the Money Markets as of the first day of the subject LIBOR Rate Loan) had prepayment not request, convert to, or renew occurred and the interest the Bank will actually earn (the interest actually earned on the LIBOR Rate Option Loan from the date such loan was made up to, but not including, the date prepaid, plus the amount the Bank will earn from like investments in the Money Markets as of the date of prepayment through the end of the applicable Interest Period for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option Loan being prepaid) as a result of the redeployment of funds from the amount prepaid. Because of the short-term nature of this facility, the Borrower agrees that the Interest Differential shall not be discounted to its present value. Any prepayment of a LIBOR Rate Loan shall be converted immediately in an amount equal to the Base remaining entire principal balance of such LIBOR Rate Option Loan. In the event the Borrower does not timely select another interest rate option at least three Business Days before a LIBOR Rate Loan expires, such LIBOR Rate Loan shall renew for the same Interest Period as initially chosen, with the rate (before adding two (2) percentage points) to Loans advanced be determined two Business Days prior to renewal if a LIBOR Rate Loan. The Bank's internal records of applicable interest rates shall be determinative in Dollars the absence of manifest error. Each LIBOR rate option selected shall apply to a minimum principal amount of $500,000 and to Loans bearing interest at the Overnight Rate plus the Applicable Margin integral multiples of $100,000 in excess thereof. For determining payment dates for LIBOR Rate Loans as Loans, the Business Day shall be the standard convention. In the event after the date of initial funding any governmental authority subjects Bank to any Loans advanced in an Optional Currencynew or additional charge, subject fee, withholding or tax of any kind with respect to any loans hereunder or changes the obligation method of taxation of such loans or changes the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate reserve or deposit requirements applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateloans, the rate of interest on Borrower shall pay to Bank such Lender’s Loan shall be limited to additional amounts as will compensate Bank for such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement costs or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or lost income resulting therefrom as determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, thenBank, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])its reasonable discretion.
Appears in 1 contract
Sources: Loan and Security Agreement (California Amplifier Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it them from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swing Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Appliesapplies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers (i) no outstanding Borrowing Tranche may not requestbe converted to or continued as a Term SOFR Rate Loan, convert to, RFR Loan or renew the LIBOR Eurocurrency Rate Option for any Loans Loan and the (ii) Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall (x) each RFR Loan be automatically be converted immediately to a Base Rate Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of the applicable Optional Currency) immediately and (y) each Eurocurrency Rate Loan and Term SOFR Rate Loan be automatically converted to a Base Rate Option as to Loans advanced Loan denominated in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced (in an amount equal to the Dollar Equivalent of the applicable Optional Currency, if applicable) immediately, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with any such conversion, or at the end of the applicable Interest Period. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, thereof or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR applicable Interest Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR any Term Rate Loan Option for any Loans and the Required Lenders may demand that (i) all existing Borrowing Tranches of Loans denominated in Dollars bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to and (ii) all existing Borrowing Tranches of Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced denominated in an Optional CurrencyCurrency shall be prepaid, subject or redenominated into Dollars in the amount of the Dollar Equivalent thereof and converted immediately to the Base Rate Option, subject, in each case, to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Term SOFR Rate, Daily Simple SOFR, Eurocurrency Rate or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to the contrary contained Currency (unless not possible in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against which case the Administrative Agent or any Lender for any damages arising out may permit an alternative form of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]payment).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 5.1, at the election of the Borrower, (i) Revolving Credit Loans and the Term Loan B shall bear interest at the Base Rate or the LIBOR Rate plus, in each case, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing TrancheApplicable Margin as set forth in Section 5.1(c) below; provided that there (A) the LIBOR Rate shall not be at any one time outstanding more than twelve available for Revolving Credit Loans until three (123) Borrowing Tranches in Business Days after the aggregate among all of the Loans Closing Date and (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew B) the LIBOR Rate Option shall not be available for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under Term Loan B until three (3) Business Days after the LIBOR Rate Option shall be converted immediately Closing Date unless the Borrower has delivered to the Base Rate Option as Administrative Agent a letter in form and substance satisfactory to Loans advanced the Administrative Agent indemnifying the Term Loan Lenders in Dollars the manner set forth in Section 5.10 of this Agreement and to Loans bearing (ii) the Term Loan C shall bear interest at the Overnight RTFC Variable Rate plus or the RTFC Fixed Rate; provided that the RTFC Fixed Rate shall not be available until five (5) days after the Closing Date plus, in each case the Applicable Margin for as set forth below. The Borrower shall select the rate of interest and LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyInterest Period or Term Interest Period, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate if any, applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateat the time a Notice of Borrowing is given pursuant to Section 2.2 or at the time a Notice of Conversion/Continuation is given pursuant to Section 5.2. Each Revolving Credit Loan, Term Loan B or portion thereof bearing interest based on the rate of interest on such Lender’s Loan Base Rate shall be limited to such Lender’s highest lawful rate. Interest a “Base Rate Loan”, and each Revolving Credit Loan, Term Loan B or portion thereof bearing interest based on the principal amount of each Optional Currency Loan LIBOR Rate shall be paid by the Borrowers in such Optional Currency. Notwithstanding a “LIBOR Rate Loan.” Any Revolving Credit Loan, any provisions to the contrary contained in this Agreement Term Loan B or any other portion thereof as to which the Borrower has not duly specified an interest rate as provided herein shall be deemed a Base Rate Loan. The portion of the Term Loan Document, C bearing interest based on the Borrowers RTFC Variable Rate shall not be required to paya “RTFC Variable Rate Loan”, and the Lenders portion thereof bearing interest based on the RTFC Fixed Rate shall not be permitted to collect, any amount of interest in excess a “RTFC Fixed Rate Loan.” Any portion of the maximum amount of Term Loan C as to which the Borrower has not duly specified an interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest a RTFC Variable Rate Options])Loan.
Appears in 1 contract
Sources: Credit Agreement (Hickory Tech Corp)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it them from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, all Revolving Credit Loans made as part of the same Borrowing Tranche shall be made to the same Borrower and shall consist of the same Interest Rate Option, and the same Interest Period shall apply to such Loans that are part of the same Borrowing Tranche; provided that the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided further that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s 's Loan shall be limited to such Lender’s 's highest lawful rate. Interest on the principal amount of each Loan made in an Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Foster L B Co)
Interest Rate Options. The Borrowers Subject to the provisions of the Existing Agreement relating to default interest and numbers of Borrowing Tranches, the Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars Affected Currencies as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Term Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this the Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans denominated in Affected Currencies comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans denominated in Affected Currencies comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, request or renew the LIBOR Rate any Term RFR Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR denominated in an Affected Currency shall either (i) (x) in relation to Term RFR Rate Option shall Loans, be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Affected Currency) at the Overnight end of the Interest Period therefor; and (y) in relation to Daily Simple RFR Loans, be converted immediately to the Base Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced Option denominated in Dollars (in an Optional amount equal to the Dollar Equivalent of such Affected Currency) or (ii) in relation to Term RFR Rate Loans, be prepaid at the end of the applicable Interest Period in full, subject in all cases to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 [Indemnity] the Agreement in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Daily Simple RFR or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Affected Currency Loan shall be paid by the Borrowers Borrower in such Optional Affected Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it them from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, without the consent of the Required Lenders, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and Loans; and, unless the foregoing consent of the Required Lenders may demand that has been given, all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to at the end of each applicable Interest Period to, as applicable, the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at or the Overnight Rate Rate, plus the Applicable Margin for LIBOR Rate Loans Loans, as to any Loans advanced in an the Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such the Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Om Group Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it the US Borrowing Agent from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [below applicable to the US Revolving Credit Base Loans or the Canadian Borrower from the Canadian Prime Rate Option] or Section 3.1.1(ii) [Revolving Credit , the CDOR Rate Option or, solely with respect to Canadian Optional Currency Loans, the LIBOR Rate Option], and (b) Optional Currency Loans pursuant set forth below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Canadian Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers US Borrowing Agent or Canadian Borrower, as the case may be, may select different Interest Rate Options and different LIBOR Interest Periods or CDOR Interest Periods, as applicable, to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that (i) there shall not be at any one time outstanding more than (y) twelve (12) Borrowing Tranches in the aggregate among all of the US Loans (including a Borrowing Tranche to which the Base Rate Option Appliesapplies); , and provided further that if an Event (z) five (5) Borrowing Tranches in the aggregate among all of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew Canadian Loans (including a Borrowing Tranche to which the LIBOR Canadian Prime Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to applies), (ii) only the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus (including the Applicable Margin for with respect thereto) or such other interest rates as PNC Bank and the US Borrowers may agree to from time to time shall apply to the US Swing Loans, (iii) only the Canadian Prime Rate Option (including the Applicable Margin with respect thereto) or such other interest rates as PNC Canada and the Canadian Borrower may agree to from time to time shall apply to the Canadian Swing Loans, (iv) all US Optional Currency Loans shall be LIBOR Rate Loans as to any and (v) all Canadian Optional Currency Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional CurrencyLIBOR Rate Loans. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers no Borrower shall not be required to pay, and the Lenders Banks shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“"Excess Interest”"). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers applicable Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders Banks may have received hereunder shall be, at the option of the Required LendersBanks, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers no Borrower shall have no any action against the Administrative Agent, Canadian Agent or any Lender Bank for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [3.1). Interest Rate Options])on the principal amount of each US Revolving Credit Loan made in a US Optional Currency shall be paid by the US Borrowers in such US Optional Currency. Interest on the principal amount of each Canadian Revolving Credit Loan made in a Canadian Optional Currency shall be paid by the Canadian Borrowers in such Canadian Optional Currency.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it them from the Base applicable Interest Rate Option or LIBOR Rate Option Options set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, all Revolving Credit Loans made as part of the same Borrowing Tranche shall be made to the same Borrower and shall consist of the same Interest Rate Option, and the same Interest Period shall apply to such Loans that are part of the same Borrowing Tranche; provided that the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided further that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Term Rate Loan Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR a Term Rate Loan Option shall be converted immediately to the Base Rate Option, and (ii) denominated in an Alternative Currency shall either (x) (A) in relation to Term Rate Loans, be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Alternative Currency) at the Overnight end of the Interest Period therefor; and (B) in relation to Daily Rate plus Loans, be converted immediately to the Applicable Margin for LIBOR Base Rate Loans as Option or (y) in relation to any Loans advanced Term Rate Loans, be prepaid at the end of the applicable Interest Period in an Optional Currencyfull, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s 's Loan shall be limited to such Lender’s 's highest lawful rate. The applicable Base Rate, Term SOFR Rate or Daily Simple RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan made in an Alternative Currency Loan shall be paid by the Borrowers in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Fifth Amended and Restated Credit Agreement (Foster L B Co)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve Borrower:
(12i) Borrowing Tranches in the aggregate among all of the Revolving Credit Loans (including a Borrowing Tranche to which other than Alternative Currency Revolving Credit Loans) and the Term Loans shall bear interest at (A) the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate applicable to Loans as to any which interest is to be determined on the basis of the Base Rate or (B) the LIBOR Rate plus the Applicable Margin applicable to Loans advanced in an Optional Currency, subject as to which interest is to be determined on the basis of the LIBOR Rate (provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date unless the Borrower has delivered to the obligation Agent a letter in form and substance reasonably satisfactory to the Agent indemnifying the Lenders in the manner set forth in Section 5.9 of this Agreement (any such letter, a “Closing Date Indemnification Letter”));
(ii) the Alternative Currency Revolving Credit Loans shall bear interest at the LIBOR Rate plus the Applicable Margin applicable to Loans as to which interest is to be determined on the basis of the Borrowers LIBOR Rate (provided that the LIBOR Rate shall not be available until four (4) Business Days after the Closing Date unless the Borrower has delivered to pay the Agent a Closing Date Indemnification Letter); and
(iii) any indemnity under Section 4.10 [Indemnity] in connection with such conversionSwingline Loan shall bear interest at the Base Rate plus the Applicable Margin. If at any time The Borrower shall select the designated rate of interest and Interest Period, if any, applicable to any Loan made by at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 5.2. Any Revolving Credit Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the rate of interest on such Lender’s Loan Borrower has not duly specified a currency as provided herein shall be limited deemed a Revolving Credit Loan denominated in Dollars. Any Revolving Credit Loan denominated in Dollars or any portion thereof as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan Borrower has not duly specified an interest rate as provided herein shall be paid by the Borrowers in such Optional Currency. Notwithstanding deemed a Base Rate Loan and any provisions to the contrary contained in this Agreement LIBOR Rate Loan or any other portion thereof as to which the Borrower has not duly specified an Interest Period as provided herein shall be deemed a LIBOR Rate Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess month Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (KMG Chemicals Inc)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of (x) the outstanding unpaid principal amount of the Revolving Credit Loans and 2023 Term Loans as selected by it from the Base Rate Option or Term SOFR Rate Option set forth below applicable to the Revolving Credit Loans or 2023 Term Loans and (ay) the outstanding unpaid principal amount of the Initial Term Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Initial Term Loans; it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve five (125) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which that bear interest under the Base LIBOR Rate Option Applies)and more than five (5) Borrowing Tranches in the aggregate among all of the Loans that bear interest under the Term SOFR Rate Option; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Rate Option and the Term SOFR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option and the Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversionconversion and provided further that after the Tenth Amendment Effective Date the Borrower may not request, convert to, or renew the LIBOR Rate Option for any Initial Term Loans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR applicable Interest Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR any Term Rate Loan Option for any Loans and the Required Lenders may demand that (i) all existing Borrowing Tranches of Dollar Loans bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to and (ii) all existing Borrowing Tranches of Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced denominated in an Optional CurrencyCurrency shall be prepaid, subject or redenominated into Dollars in the amount of the Dollar Equivalent thereof and converted immediately to the Base Rate Option, subject, in each case, to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Term SOFR Rate, Daily Simple SOFR, Eurocurrency Rate or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to Currency (unless not possible in which case the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Required Lenders may have received hereunder shall be, at the option permit an alternative form of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]payment).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Company, (i) Revolving Credit Loans comprising any Borrowing Tranche; provided that there and USD Revolving Credit Loans denominated in Dollars shall not be bear interest at any one time outstanding more than twelve (12A) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for Percentage or (B) the LIBOR Rate plus the Applicable Percentage, (ii) Revolving Credit Loans as to any Loans advanced denominated in an Optional CurrencyAlternative Currency shall bear interest at the LIBOR Rate plus the Applicable Percentage, subject (iii) the Japanese Yen Loans shall bear interest at (A) the Japanese Base Rate plus the Applicable Percentage and (iv) each Swingline Loan shall bear interest at the LIBOR Market Index Rate plus the Applicable Percentage (provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date unless the Company has delivered to the obligation of Administrative Agent a letter in form and substance satisfactory to the Borrowers Administrative Agent indemnifying the Lenders against any loss or expense which may arise or be attributable to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateobtaining, liquidating or employing deposits or other funds acquired to effect, fund or maintain any Loan due to any failure of any Borrower to borrow on the date specified therefore in the initial Notice of Borrowing). The Company shall select the rate of interest on such Lender’s and Interest Period, if any, applicable to any Revolving Credit Loan shall be limited or USD Revolving Credit Loan at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to such Lender’s highest lawful rateSection 4.2. Interest on the principal amount of each Optional Currency Any Revolving Credit Loan shall be paid by the Borrowers or USD Revolving Credit Loan denominated in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement Dollars or any other Loan Document, portion thereof as to which the Borrowers shall Company has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced deemed a Base Rate Loan and any Revolving Credit Loan or any portion thereof as to which the maximum lawful rate allowed from time to time under Company has not duly specified the applicable Law, Permitted Currency (x) in its Notice of Borrowing as provided herein shall be deemed a request for a Revolving Credit Loan denominated in Dollars and this Agreement and the other Loan Documents (y) in its Notice of Conversion/Continuation as provided herein shall be deemed to have been and shall be reformed and modified a request for a Revolving Credit Loan denominated in the same Permitted Currency as the Revolving Credit Loan to reflect such reduction; and be converted or continued (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]it being understood that USD Revolving Loans are available only in Dollars).
Appears in 1 contract
Sources: Five Year Revolving Credit Agreement (BlackRock Inc.)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR applicable Interest Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, to or renew the LIBOR any Term Rate Loan Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR a Term Rate Loan Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced (ii) denominated in an Optional Currency shall either (x) (A) in relation to Term Rate Loans, be converted immediately to the Base Rate Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Optional Currency) at the end of the Interest Period therefor; and (B) in relation to Daily Rate Loans, be converted immediately to the Base Rate Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Optional Currency) or (y) in relation to Term Rate Loans, be prepaid at the end of the applicable Interest Period in full, subject in all cases to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Eurocurrency Rate, Term SOFR Rate, Daily Simple SOFR, or Daily Simple RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Vertex, Inc.)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve Borrower:
(12i) Borrowing Tranches in the aggregate among all of the Revolving Credit Loans (including a Borrowing Tranche to which other than Alternative Currency Revolving Credit Loans) shall bear interest at (A) the Base Rate Option Applies); and provided further that if an Event of Default plus the Applicable Margin or Potential Default exists and is continuing(B)(x) prior to the Dollar LIBOR Transition Date, the Borrowers may not request, convert to, or renew the LIBOR Rate Option plus the Applicable Margin or (y) on and after the Dollar LIBOR Transition Date, the applicable Benchmark plus the Applicable Margin for any Transitioned RFR Loans;
(ii) Alternative Currency Revolving Credit Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option denominated in Euros or Canadian Dollars shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing bear interest at the Overnight Rate applicable Benchmark plus the Applicable Margin for LIBOR Rate Loans;
(iii) Alternative Currency Revolving Credit Loans denominated in Sterling shall bear interest at the applicable Benchmark plus the Applicable Margin for Initial RFR Loans (Sterling);
(iv) Alternative Currency Revolving Credit Loans denominated in Swiss Francs shall bear interest at the applicable Benchmark plus the Applicable Margin for Initial RFR Loans (Swiss Francs); and
(v) each Swingline Loan shall bear interest at the Base Rate plus the Applicable Margin for Base Rate Loans or as to any Loans advanced in an Optional Currencythe Borrower and the applicable Swingline Lender may agree. The Borrower shall select the rate of interest and Interest Period, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate if any, applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, at the rate time a Notice of interest on such Lender’s Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 4.2. Any Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, portion thereof as to which the Borrowers shall Borrower has not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is duly specified a currency as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced deemed a Revolving Credit Loan denominated in Dollars. Any Revolving Credit Loan denominated in Dollars or any portion thereof as to which the maximum lawful Borrower has not duly specified an interest rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents as provided herein shall be deemed a Base Rate Loan and any LIBOR Rate Loan or any portion thereof as to have been and which the Borrower has not duly specified an Interest Period as provided herein shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender deemed a LIBOR Rate Loan for any damages arising out of the payment or collection of any Excess a one month Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (Owens Corning)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 4.1, (i) at the election of the Borrower, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to aggregate principal balance of the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all (or any portion of the Loans comprising any Borrowing Tranche; provided that there thereof) shall not be bear interest at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuingthe LIBOR Rate, plus, in each case, the Borrowers may not requestApplicable Margin as set forth below, convert toand (ii) the aggregate principal balance of the Term Loans shall bear interest at the LIBOR Rate, or renew plus the Applicable Margin as set forth below. The Borrower shall select the rate of interest and Interest Period, if any, applicable to any Revolving Credit Loan at the time a Notice of Borrowing is given pursuant to Section 2.2 with respect thereto and at the time each Notice of Conversion/Continuation is given pursuant to Section 4.2 with respect thereto. From and including the date the Term Loans are advanced to but excluding the first Business Day of the next calendar quarter, the Term Loans shall bear interest at the LIBOR Rate Option (calculated for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing a one-month interest under the LIBOR Rate Option shall be converted immediately period as of two Business Days prior to the Base Rate Option as to date the Term Loans advanced in Dollars and to are advanced) plus 1.25%. Thereafter, (i) the Term Loans bearing shall bear interest at the Overnight LIBOR Rate plus the Applicable Margin for Margin, and (ii) the Term Loans shall have successive Interest Periods of three (3) months, with the first such three-month Interest Period commencing on the first Business Day of the first calendar quarter beginning after the date the Term Loans are advanced and ending on the first Business Day of the next calendar quarter, and with each subsequent such three-month Interest Period commencing on the date on which the next preceding Interest Period expires and ending on the first Business Day of the next calendar quarter. Each Revolving Credit Loan or portion thereof bearing interest based on the Base Rate shall be a "Base Rate Loan", and each Revolving Credit Loan or portion thereof bearing interest based on the LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s and each Term Loan shall be limited to such Lender’s highest lawful ratea "LIBOR Rate Loan". Interest on the principal amount of each Optional Currency Any Revolving Credit Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, portion thereof as to which the Borrowers shall Borrower has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest a Base Rate Options])Loan.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Company, (i) Revolving Credit Loans comprising any Borrowing Tranche; provided that there and USD Revolving Credit Loans denominated in Dollars shall not be bear interest at any one time outstanding more than twelve (12A) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for Percentage or (B) the LIBOR Rate plus the Applicable Percentage, (ii) Revolving Credit Loans as to any Loans advanced denominated in an Optional CurrencyAlternative Currency shall bear interest at the LIBOR Rate plus the Applicable Percentage, subject (iii) the Japanese Yen Loans shall bear interest at (A) the Japanese Base Rate plus the Applicable Percentage and (iv) anyeach Swingline Loan shall bear interest at the LIBOR Market Index Rate plus the Applicable Percentage (provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date unless the Company has delivered to the obligation of Administrative Agent a letter in form and substance satisfactory to the Borrowers Administrative Agent indemnifying the Lenders against any loss or expense which may arise or be attributable to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateobtaining, liquidating or employing deposits or other funds acquired to effect, fund or maintain any Loan due to any failure of any Borrower to borrow on the date specified therefore in the initial Notice of Borrowing). The Company shall select the rate of interest on such Lender’s and Interest Period, if any, applicable to any Revolving Credit Loan shall be limited or USD Revolving Credit Loan at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to such Lender’s highest lawful rateSection 4.2. Interest on the principal amount of each Optional Currency Any Revolving Credit Loan shall be paid by the Borrowers or USD Revolving Credit Loan denominated in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement Dollars or any other Loan Document, portion thereof as to which the Borrowers shall Company has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced deemed a Base Rate Loan and any Revolving Credit Loan or any portion thereof as to which the maximum lawful rate allowed from time to time under Company has not duly specified the applicable Law, Permitted Currency (x) in its Notice of Borrowing as provided herein shall be deemed a request for a Revolving Credit Loan denominated in Dollars and this Agreement and the other Loan Documents (y) in its Notice of Conversion/Continuation as provided herein shall be deemed to have been and shall be reformed and modified a request for a Revolving Credit Loan denominated in the same Permitted Currency as the Revolving Credit Loan to reflect such reduction; and be converted or continued (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]it being understood that USD Revolving Loans are available only in Dollars).
Appears in 1 contract
Sources: Five Year Revolving Credit Agreement (BlackRock Inc.)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided provided, further that if a Default or an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 [Indemnity] 5.11 in connection with such conversion. If Notwithstanding anything herein to the contrary, if at any time the designated interest rate applicable to any Loan, together with all fees, charges and other amounts which are treated as interest on such Loan made under Applicable Law (collectively the “Charges”), shall exceed the maximum lawful rate (the “Maximum Rate”) which may be contracted for, charged, taken, received or reserved by any the Lender exceeds holding such Lender’s highest lawful rateLoan in accordance with Applicable Law, the rate of interest on payable in respect of such Lender’s Loan hereunder, together with all Charges payable in respect thereof, shall be limited to the Maximum Rate and, to the extent lawful, the interest and Charges that would have been payable in respect of such Loan but were not payable as a result of the operation of this Section shall be cumulated and the interest and Charges payable to such Lender in respect of other Loans or periods shall be increased (but not above the Maximum Rate therefor) until such cumulated amount, together with interest thereon at the Federal Funds Effective Rate to the date of repayment, shall have been received by such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (3d Systems Corp)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; , provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); applies) and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to only the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject shall apply to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionSwing Loans. If at any time the designated rate applicable to any Loan made by any Lender Bank exceeds such Lender’s Bank's highest lawful rate, the rate of interest on such Lender’s Bank's Loan shall be limited to such Lender’s Bank's highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers Borrower shall not be required to pay, and the Lenders Banks shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“"Excess Interest”"). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: :
(1) the provisions of this subsection shall govern and control; ;
(2) the Borrowers Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders Banks may have received hereunder shall be, at the option of the Required LendersBanks, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).and
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s 's Loan shall be limited to such Lender’s 's highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers Borrower shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“"Excess Interest”"). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: :
(1) the provisions of this subsection shall govern and control; ;
(2) the Borrowers Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers Borrower shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (MSA Safety Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 4.1, (i) at the election of the Borrower, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to aggregate principal balance of the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all (or any portion of the Loans comprising any Borrowing Tranche; provided that there thereof) shall not be bear interest at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuingthe LIBOR Rate, plus, in each case, the Borrowers may not requestApplicable Margin as set forth below, convert toand (ii) the aggregate principal balance of the Term Loans shall bear interest at the LIBOR Rate, or renew plus the Applicable Margin as set forth below. The Borrower shall select the rate of interest and Interest Period, if any, applicable to any Revolving Credit Loan at the time a Notice of Borrowing is given pursuant to Section 2.2 with respect thereto and at the time each Notice of Conversion/Continuation is given pursuant to Section 4.2 with respect thereto. From and including the date the Term Loans are advanced to but excluding the first Business Day of the next calendar quarter, the Term Loans shall bear interest at the LIBOR Rate Option (calculated for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing a one-month interest under the LIBOR Rate Option shall be converted immediately period as of two Business Days prior to the Base Rate Option as to date the Term Loans advanced in Dollars and to are advanced) plus 1.25%. Thereafter, (i) the Term Loans bearing shall bear interest at the Overnight LIBOR Rate plus the Applicable Margin for Margin, and (ii) the Term Loans shall have successive Interest Periods of three (3) months, with the first such three-month Interest Period commencing on the first Business Day of the first calendar quarter beginning after the date the Term Loans are advanced and ending on the first Business Day of the next calendar quarter, and with each subsequent such three-month Interest Period commencing on the date on which the next preceding Interest Period expires and ending on the first Business Day of the next calendar quarter. Each Revolving Credit Loan or portion thereof bearing interest based on the Base Rate shall be a “Base Rate Loan”, and each Revolving Credit Loan or portion thereof bearing interest based on the LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s and each Term Loan shall be limited to such Lender’s highest lawful ratea “LIBOR Rate Loan”. Interest on the principal amount of each Optional Currency Any Revolving Credit Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, portion thereof as to which the Borrowers shall Borrower has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest a Base Rate Options])Loan.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Revolving Credit Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that . Interest on the principal amount of each Revolving Credit Loan made in an Optional Currency shall be paid by the Borrowers in such Optional Currency. Swing Loans shall bear interest at a rate to be agreed upon by the Administrative Agent and the Company, on behalf of all Borrowers. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of the Term Loans at the Euro Rate plus the Applicable Margin applicable to the Term Loans as set forth in Section 3.1.2 below, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Periods to apply simultaneously to the Term Loans comprising different Borrowing Tranches and may renew one or more Interest Periods with respect to all or any portion of the Term Loans comprising any Borrowing Tranche. At no time shall there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionLoans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s 's Loan shall be limited to such Lender’s 's highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Glatfelter P H Co)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing bear interest at a rate equal to (i) the Overnight Domestic Base Rate plus the Applicable Domestic Base Rate Margin for (subject to adjustment as and when set forth below), if such Loans constitute Revolving Loans made in Dollars or Swingline Loans, or (ii) the Foreign Base Rate plus the Applicable Foreign Base Rate Margin (subject to adjustment as and when set forth below), if such Loans constitute European Swingline Loans made as Base Rate Loans in the Base Rate Currency. LIBOR Rate Loans (which shall include all Revolving Loans made as Foreign Currency Loans, and any European Swingline Loans made in Alternative Currencies other than European Swingline Loans made as Base Rate Loans in the Base Rate Currency) shall bear interest at the LIBOR Rate plus the Applicable LIBOR Margin (subject to adjustment as and when set forth below). On behalf of the Borrowers, AHL shall determine whether a Revolving Loan is to be a Foreign Currency Loan, Base Rate Loan or LIBOR Rate Loan and select the Interest Period, if any, applicable to such Loan at the time a request for borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 3.2. Any Revolving Loan or any portion thereof as to any Loans advanced in which the Company has not duly specified an Optional Currencyinterest rate as provided herein shall, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any (x) if it is a Loan made by any Lender exceeds such Lender’s highest lawful ratein Dollars, the rate be deemed a Base Rate Loan, and (y) if it is a Revolving Loan made as a Foreign Currency Loan, be deemed a LIBOR Rate Loan having an Interest Period of interest on such Lender’s one month. Any LIBOR Rate Loan for which an Interest Period has ended, shall, so long as no Event of Default has occurred and shall be limited to such Lender’s highest lawful rate. Interest on continuing, be deemed renewed as a LIBOR Rate Loan in the principal amount of each Optional currency in which the LIBOR Rate Loan was repayable (unless it is a Foreign Currency Loan made in German deutsche marks, which shall be paid in full at the end of such Interest Period), and have an Interest Period of one month, provided that no Event of Default shall arise as a result thereof. For the avoidance of doubt and without limiting the foregoing, (i) any borrowings under the Revolving Facility made in an Alternative Currency (including English Pounds) shall be made by the Borrowers Lenders solely as LIBOR Rate Loans, (ii) any borrowings under the European Swingline Facility made in such Optional Currencyan Alternative Currency (other than English Pounds) shall be made by the European Swingline Lender solely as LIBOR Rate Loans having an Interest Period of one month or as otherwise acceptable to the European Swingline Lender, and (iii) any borrowings under the European Swingline Facility made in English Pounds shall be made by the European Swingline Lender as Foreign Base Rate Loans or, if acceptable to the European Swingline Lender, as LIBOR Rate Loans having an Interest Period of one month or as otherwise acceptable to the European Swingline Lender. Notwithstanding any provisions to the contrary foregoing or anything else contained in this Agreement or any other Loan DocumentDocument to the contrary, (i) each LIBOR Rate Loan issued and outstanding as of March 14, 2002 (the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest “LIBOR Conversion Date”) in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall beDollars shall, at the option end of the Required Lendersthen continuing Interest Period applicable thereto, convert into Base Rate Loans; (aii) applied each Loan made in Dollars on and after the LIBOR Conversion Date shall only be a Base Rate Loan and (iii) interest on each Loan shall be payable as follows: (A) prior to the Expiration Date, interest on all Loans shall be payable in cash on each Interest Payment Date based on a credit against calculation which assumes that such Loans bear interest at a rate per annum equal to 8% (the outstanding principal balance of “Fixed Rate Payments”) and (B) on the Obligations or Expiration Date, interest on all Loans shall be payable in cash on such date in amount equal to the interest accrued and unpaid interest (not to exceed on such Loans under this Section 3.1(a) less the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination aggregate of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect Fixed Rate Payments previously paid on such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Loans.
Appears in 1 contract
Sources: Credit Agreement (Ahl Services Inc)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Loans; and provided further that if an Event of Default or Potential Default exists and is continuingcontinuing beyond any applicable cure period, the Borrowers Borrower may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 4.12 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Loan made in an Optional Currency Loan shall be paid by the Borrowers Borrower in such Optional Currency.
3.1.1 Revolving Credit Interest Rate Options; Swing Line Interest Rate. Notwithstanding any provisions The Borrower shall have the right to select from the following Interest Rate Options applicable to the contrary contained Revolving Credit Loans (except that no Loan to which a Base Rate shall apply may be made in this Agreement or any other Loan Documentan Optional Currency):
(i) Revolving Credit Base Rate Option: A fluctuating rate per annum computed on the basis of a year of 360 days and actual days elapsed (provided, that for Loans made in an Optional Currency for which a 365-day basis is the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded only market practice available to the payor thereofAdministrative Agent, or (c) any combination of the foregoing; (4) the interest rates provided for herein such rate shall be automatically reduced calculated on the basis of a year of 365 or 366 days for the actual days elapsed) equal to the maximum lawful Base Rate plus the Applicable Margin, such interest rate allowed to change automatically from time to time under applicable Laweffective as of the effective date of each change in the Base Rate; or
(ii) Revolving Credit LIBOR Rate Option: A rate per annum computed on the basis of a year of 360 days and actual days elapsed (provided, and this Agreement and that for Loans made in an Optional Currency for which a 365-day basis is the other Loan Documents only market practice available to the Administrative Agent, such rate shall be deemed calculated on the basis of a year of 365 or 366 days for the actual days elapsed) equal to have been and the LIBOR Rate plus the Applicable Margin. Subject to Section 3.3, only the Base Rate Option applicable to Revolving Credit Loans shall be reformed and modified apply to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Swing Loans.
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR the Term SOFR Rate Option set forth in Section 3.1.1(i) [below applicable to F-51 161957986_3 the Revolving Credit Loans, or the Base Rate Option] Option or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Daily Simple SOFR Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; below applicable to the Swing Loans, respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Revolving Credit Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Term SOFR Rate Option for any Revolving Credit Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Daily Simple SOFR or Term SOFR Rate shall be paid determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to payAdministrative Agent, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein determination shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])conclusive absent manifest error.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 2.09, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the (i) Revolving Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and to Loans bearing shall bear interest at (A) the Overnight Alternate Base Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyPercentage or (B) the Adjusted LIBO RateBenchmark plus the Applicable Percentage, subject to at the obligation election of the Borrowers to pay Borrower, (ii) Revolving Loans denominated in Sterling shall bear interest at the Adjusted LIBO Rate plus the Applicable Percentage, (iii) Revolving Loans denominated in Euros shall bear interest at EURIBOR plus the Applicable Percentage, (iv) Revolving Loans denominated in Canadian Dollars shall bear interest the CDOR Rate plus the Applicable Percentage, (v) Revolving Loans denominated in Australian Dollars shall bear interest at BBSY plus the Applicable Percentage, (vi) Revolving Loans denominated in any indemnity under Section 4.10 [Indemnity] in connection with such conversionothera Permitted Alternative Currency shall bear interest at the LIBO Rateapplicable Benchmark plus the Applicable Percentage and (viiiii) Swingline Loans shall bear interest at the LIBOR Market Index Rate plus the Applicable Percentage. If at any time The Borrower shall select the designated rate of interestspecify the Permitted Currency and Interest Period, if any, applicable to any Loan made by at the time a Notice of Borrowing is given pursuant to Section 2.03 or at the time a Notice of Conversion/Continuation is given pursuant to Section 2.10. Any Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the rate of Borrower has not duly specified an interest on such Lender’s Loan ratethe Permitted Currency and Interest Period (excluding Alternative CurrencyDaily Simple RFR Loans) as provided herein shall be limited deemed an ABR Loan denominated in Dollars. Requests for Alternative CurrencyEurodollar Loans, Term RFR Loans or Eurocurrency Loans as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan Borrower has not duly specified an interest rate and interest periodInterest Period shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement deemed arequests for LIBO Rate LoanLoans, Term RFR Loans or any other Loan DocumentEurocurrency Loans, the Borrowers shall not be required to payas applicable, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid month interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of periodInterest Period. Notwithstanding the foregoing; (4) , after the interest rates provided USD LIBOR Transition Date, any requests for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents Eurodollar Loans shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender requests for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])RFR Loans denominated in Dollars.
Appears in 1 contract
Sources: Senior Unsecured Credit Agreement (Choice Hotels International Inc /De)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) All Swing Line Loans denominated shall be Base Rate Loans. All Competitive Bid Loans shall be Absolute 46 Rate Loans. All Revolving Loans in Alternative Currencies shall be Offshore Rate Loans. Revolving Loans in Dollars as selected by it from the may be Base Rate Option Loans, CD Rate Loans, or LIBOR Eurodollar Rate Option set forth Loans, as the Borrower may elect in Section 3.1.1(i) [Revolving Credit Base the related Borrowing Notice or Interest Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Selection Notice, and as the case may be.
(b) Optional Currency Fixed Rate Loans pursuant and Base Rate Loans may be outstanding at the same time and, so long as no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option to elect (i) in the LIBOR Rate Option set forth case of Revolving Loans made in Section 3.1.1(ii) [Dollars, the Type of Revolving Credit LIBOR Rate Option]; it being understood that, Loan (subject to SECTION 3.1(a)) and (ii) in the provisions case of this Agreementall Fixed Rate Revolving Loans, the Borrowers may select different Interest Rate Options duration of the initial and different any subsequent Interest Periods and (iii) to apply simultaneously Convert Revolving Loans (other than Offshore Rate Loans which shall be subject to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options SECTION 2.3(c)) in accordance with respect to all or any portion of the Loans comprising any Borrowing TrancheSECTIONS 2.1(c)(i) AND 3.2, as applicable; provided that PROVIDED, HOWEVER, (x) there shall not be outstanding at any one time outstanding Fixed Rate Loans having more than twelve twenty (1220) different Interest Periods and (y) no Fixed Rate Loan shall have an Interest Period that extends beyond the Stated Termination Date. If the Agent does not receive a Borrowing Tranches Notice or an Interest Rate Selection Notice giving notice of election of the duration of an Interest Period or of Conversion of any such Revolving Loan to or Continuation of any such Revolving Loan as a Fixed Rate Revolving Loan by the time prescribed by SECTIONS 2.1(c)(i) AND 3.2, as applicable, (I) in the aggregate among all case of the Revolving Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuingare denominated in Dollars, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents Borrower shall be deemed to have been and shall be reformed and modified elected to reflect obtain or Convert such reduction; Revolving Loan to (or Continue such Revolving Loan as) a Base Rate Revolving Loan until the Borrower notifies the Agent in accordance with SECTION 3.2 and (5II) in the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out case of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).Revolving Loans made in Alternative Currencies, SECTION 2.3
Appears in 1 contract
Sources: Credit Agreement (V F Corp /Pa/)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (ai) the Committed Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Revolving Credit Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]below applicable to the Committed Loans, and (bii) Optional Currency Loans pursuant each Bid Loan as selected by it with respect to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; each applicable Bid it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Committed Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Committed Loans comprising any Borrowing Tranche; , provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Committed Loans (including a Borrowing Tranche to which the Base Rate Option Applies); applies) and the Bid Loans, and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to only the Base Rate Option or such other interest rates as National City and the Borrower may agree to Loans advanced in Dollars and from time to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject time shall apply to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional CurrencySwing Loans. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers Borrower shall not be required to pay, and the Lenders Banks shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“"Excess Interest”"). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: :
(1) the provisions of this subsection shall govern and control; ;
(2) the Borrowers Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders Banks may have received hereunder shall be, at the option of the Required LendersBanks, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).allowed
Appears in 1 contract
Sources: Credit Agreement (Big Lots Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it them from the Base Rate Option or LIBOR Term Rate Loan Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, all Revolving Credit Loans made as part of the same Borrowing Tranche shall be made to the same Borrower and shall consist of the same Interest Rate Option, and the same Interest Period shall apply to such Loans that are part of the same Borrowing Tranche; provided that the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided further that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Term Rate Loan Option or the Daily Simple RFR Option, as applicable, for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR a Term Rate Loan Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced (ii) denominated in an Optional Currency shall either (x) (A) in relation to Term Rate Loans, be converted immediately to the Base Rate Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Optional Currency) at the end of the Interest Period therefor; and (B) in relation to Daily Rate Loans, be converted immediately to the Base Rate Option or (y) in relation to Term Rate Loans, be prepaid at the end of the applicable Interest Period in full, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s 's Loan shall be limited to such Lender’s 's highest lawful rate. The applicable Base Rate, Eurocurrency Rate, Term SOFR Rate, Daily Simple RFR, or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect Interest on the unpaid principal balance of the Note outstanding unpaid principal amount from time to time shall accrue at one of (a) Loans denominated in Dollars as the following per annum rates selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(iBorrower (i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant upon notice to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this AgreementBank, the Borrowers may select different Interest Rate Options prime rate announced by the Bank from time to time, as and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuingwhen such rate changes, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin (a “Prime Rate Loan”); or (ii) upon a minimum of two New York banking days prior notice, the 1, 2 or 3 month LIBOR rate quoted by the Bank from Telerate Page 3750 or any successor thereto (which shall be the LIBOR rate in effect two New York banking days prior to commencement of the LIBOR loan advance, adjusted as necessary for any reserve requirement and other explicit or implicit costs levied by any regulatory agency), plus the Applicable Margin (a “LIBOR Rate Loan”); With respect to Prime Rate Loans, accrued interest shall be payable on the last business day of each calendar quarter commencing October 31, 2002 and continuing on the last business day of each successive quarter thereafter and on the Maturity Date. With respect to LIBOR Rate Loans, accrued interest shall be payable on the last day of the loan period therefor selected by the Borrower under the terms hereof, commencing on the first of such dates to occur after the date hereof and on the Maturity Date. If a LIBOR Rate Loan is prepaid, whether by the Borrower, as a result of acceleration upon default or otherwise, the Borrower agrees to pay all of the Bank’s costs and expenses incurred as a result of such prepayment (including any applicable “break-funding” charges and losses suffered due to the redeployment of the LIBOR Loan for the remainder of the 1, 2 or 3-month LIBOR interest period then in effect with respect to such LIBOR Loan). Any prepayment of a LIBOR Rate Loan shall be in an amount equal to the remaining entire principal balance of such LIBOR Loan. In the event the Borrower does not timely select another interest rate option at least 2 banking days before a LIBOR Rate Loan expires, then upon expiration such loan shall automatically be converted into a new LIBOR Loan of the same duration as the expired LIBOR Loan. The Bank’s internal records of applicable interest rates shall be determinative in the absence of manifest error. Each LIBOR rate option selected shall apply to a minimum principal amount of $1,000,000. For determining payment dates for LIBOR Rate Loans as Loans, the New York banking day shall be the standard convention. In the event after the date of initial funding any governmental authority subjects Bank to any Loans advanced in an Optional Currencynew or additional charge, subject fee, withholding or tax of any kind with respect to any loans hereunder or changes the method of taxation of such loans or changes the reserve or deposit requirements applicable to such loans, the Borrower shall pay to the obligation of Bank such additional amounts as will compensate the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with Bank for such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid costs or lost income resulting therefrom as reasonably determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Bank.
Appears in 1 contract
Sources: Term Loan and Security Agreement (Greater Bay Bancorp)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 2.09, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the (i) Revolving Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and to Loans bearing shall bear interest at (A) the Overnight Alternate Base Rate plus the Applicable Margin for LIBOR Percentage or (B) the Adjusted LIBO Rate Loans as to any Loans advanced in an Optional Currencyplus the Applicable Percentage, subject to at the obligation election of the Borrowers to pay Borrower, (ii) Revolving Loans denominated in Sterling shall bear interest at the Adjusted LIBO Rate plus the Applicable Percentage, (iii) Revolving Loans denominated in Euros shall bear interest at EURIBOR plus the Applicable Percentage, (iv) Revolving Loans denominated in Canadian Dollars shall bear interest the CDOR Rate plus the Applicable Percentage, (v) Revolving Loans denominated in Australian Dollars shall bear interest at BBSY plus the Applicable Percentage, (vi) Revolving Loans denominated in any indemnity under Section 4.10 [Indemnity] in connection with such conversionother Permitted Alternative Currency shall bear interest at the LIBO Rate plus the Applicable Percentage and (vii) Swingline Loans shall bear interest at the LIBOR Market Index Rate plus the Applicable Percentage. If at any time The Borrower shall select the designated rate of interest and Interest Period, if any, applicable to any Loan made by at the time a Notice of Borrowing is given pursuant to Section 2.03 or at the time a Notice of Conversion/Continuation is given pursuant to Section 2.10. Any Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the Borrower has not duly specified an interest rate of interest on such Lender’s Loan (excluding Alternative Currency Loans) as provided herein shall be limited deemed an ABR Loan denominated in Dollars. Requests for Alternative Currency Loans as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan Borrower has not duly specified an interest rate and interest period shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other deemed a LIBO Rate Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid month interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])period.
Appears in 1 contract
Sources: Senior Unsecured Credit Agreement (Choice Hotels International Inc /De)
Interest Rate Options. The Borrowers shall pay interest in respect Interest on all Obligations (except for undrawn Letters of Credit and payment obligations under Foreign Exchange Forward Contracts that have not yet matured) that have been charged to the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans Loan Account pursuant to the terms hereof on the Daily Balance thereof shall accrue at one of the following per annum rates selected by Borrowers:
(i) upon notice to the Agent, the Applicable Margin plus the prime rate announced by U.S. Bank from time to time, as and when such rate changes (a "Prime Rate Loan"); (ii) upon a minimum of two Business Days prior notice, the Applicable Margin plus the 3 month LIBOR Rate Option set forth rate quoted by U.S. Bank from Telerate Page 3750 or any successor thereto (which shall be the LIBOR rate in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, effect two Business Days prior to commencement of the Advance or the portion of the Term Loan to be subject to the provisions LIBOR rate) (the "LIBOR Rate" and each such Advance or portion of this Agreement, the Borrowers may select different Interest Term Loan is a "LIBOR Rate Options and different Interest Periods Loan"). The term "Money Markets" refers to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest wholesale funding markets available to U.S. Bank, including negotiable certificates of deposit, commercial paper, eurodollar deposits, bank notes, federal funds and others. If a LIBOR Rate Options with respect to all or any portion Loan is prepaid, whether by the Borrowers, as a result of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if acceleration upon an Event of Default or Potential Default exists and is continuingotherwise, the Borrowers may not requestagree to pay all of the Lender Group's costs, convert toexpenses and Interest Differential (as determined by Agent) incurred as a result of such prepayment. The term "Interest Differential" shall mean that sum equal to the greater of 0 or the financial loss incurred by the Lender Group resulting from prepayment, or renew calculated as the difference between the amount of interest the Lender Group would have earned (from like investments in the Money Markets as of the first day of the LIBOR Rate Option for any Loans Loan) had prepayment not occurred and the Required Lenders may demand interest the Lender Group will actually earn (from like investments in the Money Markets as of the date of prepayment) as a result of the redeployment of funds from the amount prepaid. Because of the short-term nature of this facility, the Borrowers agree that all existing Borrowing Tranches bearing interest under the Interest Differential shall not be discounted to its present value. Any prepayment of a LIBOR Rate Option Loan shall be converted immediately in an amount equal to the Base remaining entire principal balance of such LIBOR Rate Option Loan. In the event the Borrowers do not timely select another interest rate option at least three Business Days before a LIBOR Rate Loan expires, such LIBOR Rate Loan shall renew for the same monthly term as to Loans advanced in Dollars and to Loans bearing interest at initially chosen, with the Overnight Rate plus rate (before adding on the Applicable Margin Margin) to be determined two Business Days prior to renewal if a LIBOR Rate Loan. The U.S. Bank's internal records of applicable interest rates shall be determinative in the absence of manifest error. Each LIBOR rate option selected shall apply to a minimum principal amount of $1,000,000 and integral multiples of $500,000 in excess thereof. For determining payment dates for LIBOR Rate Loans as Loans, the Business Day shall be the standard convention. In the event after the date of initial funding any governmental authority subjects any Lender to any Loans advanced in an Optional Currencynew or additional charge, subject fee, withholding or tax of any kind with respect to any loans hereunder or changes the obligation method of taxation of such loans or changes the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate reserve or deposit requirements applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Documentloans, the Borrowers shall not be required pay to payAgent, and the Lenders shall not be permitted to collecton behalf of such Lender, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided such additional amounts as will compensate such Lender for such costs or lost income resulting therefrom as determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, thenAgent, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])its Permitted Discretion.
Appears in 1 contract
Interest Rate Options. The Subject to the provisions of the Existing Agreement relating to default interest and numbers of Borrowing Tranches, the Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars Affected Currencies as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this the Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans denominated in Affected Currencies comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans denominated in Affected Currencies comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, request or renew the LIBOR Rate any Term RFR Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR denominated in an Affected Currency shall either (i) (x) in relation to Term RFR Rate Option shall Loans, be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Affected Currency) at the Overnight end of the Interest Period therefor; and (y) in relation to Daily Simple RFR Loans, be converted immediately to the Base Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced Option denominated in Dollars (in an Optional amount equal to the Dollar Equivalent of such Affected Currency) or (ii) in relation to Term RFR Rate Loans, be prepaid at the end of the applicable Interest Period in full, subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] the Agreement in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Daily Simple RFR or Term RFR shall be paid determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to payAdministrative Agent, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein determination shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).conclusive absent manifest
Appears in 1 contract
Sources: Credit Agreement (Stoneridge Inc)
Interest Rate Options. The Borrowers Loans made on the Closing Date shall pay be made only as Base Rate Loans and shall bear interest in respect of at a rate equal to (i) the outstanding unpaid principal amount of (a) Domestic Base Rate, if such Loans denominated constitute Revolving Loans made in Dollars or Swingline Loans, or (ii) the Foreign Base Rate, if such Loans constitute European Swingline Loans made as selected by it from Base Rate Loans in the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(iCurrency. Thereafter, (A) [Revolving Credit Base Rate Option] Loans shall bear interest at a rate equal to (i) the Domestic Base Rate, if such Loans constitute Revolving Loans made in Dollars or Section 3.1.1(iiSwingline Loans, or (ii) [Revolving Credit LIBOR the Foreign Base Rate, if such Loans constitute European Swingline Loans made as Base Rate Option]Loans in the Base Rate Currency, and (bB) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which shall include all Revolving Loans made as Foreign Currency Loans, and any European Swingline Loans made in Alternative Currencies other than Europeans Swingline Loans made as Base Rate Loans in the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option Currency) shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing bear interest at the Overnight LIBOR Rate plus the Applicable Margin (the "Applicable Margin") as set forth below in this Section 3.1. On behalf of the Borrowers, AHL shall determine whether a Revolving Loan is to be a Foreign Currency Loan, Base Rate Loan or LIBOR Rate Loan and select the Interest Period, if any, applicable to such Loan at the time a request for borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 3.2. Any Revolving Loan or any portion thereof as to which the Company has not duly specified an interest rate as provided herein shall, (x) if it is a Loan made in Dollars, be deemed a Base Rate Loan, and (y) if it is a Revolving Loan made as a Foreign Currency Loan, be deemed a LIBOR Rate Loan having an interest period of one month. Any LIBOR Rate Loan for which an interest Period has ended, shall, so long as no Event of Default has occurred and shall be continuing, be deemed renewed as a LIBOR Rate Loan in the currency in which the LIBOR Rate Loan was repayable (unless it is a Foreign Currency Loan made in German deutsche marks, which shall be paid in full at the end of such Interest Period), and have an Interest Period of one month, provided that no Event of Default shall arise as a result thereof. For the avoidance of doubt and without limiting the foregoing, (i) any borrowings under the Revolving Facility made in an Alternative Currency (including English Pounds) shall be made by the Lenders solely as LIBOR Rate Loans, (ii) any borrowings under the European Swingline Facility made in an Alternative Currency (other than English Pounds) shall be made by the European Swingline Lender solely as LIBOR Rate Loans having an Interest Period of one month, and (iii) any borrowings under the European Swingline Facility made in English Pounds shall be made by the European Swingline Lender as to any Foreign Base Rate Loans advanced in an Optional Currencyor, subject if acceptable to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such European Swingline Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. as LIBOR Rate Loans having a one month Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (Ahl Services Inc)
Interest Rate Options. The Borrowers When Borrower gives the Agent a Notice of Borrowing with respect to a requested advance, Borrower shall pay interest in respect of select the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base LIBOR Rate Option or the Prime Rate Option (an "Interest Option"). Notwithstanding the above or any other provision in this Agreement, Borrower may not select the LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit to apply to any requested advance if the Loan is scheduled to mature within the following thirty days. Prior to the termination of each Interest Period with respect to an advance which is subject to the LIBOR Rate Option], Borrower shall give written notice (a "Rollover Notice") to the Agent of the Interest Option which shall be applicable to such advance upon the expiration of such Interest Period. Such Rollover Notice shall be given to the Agent at least one (1) Banking Day, in the event that Borrower selects the Prime Rate Option, or three (3) Eurodollar Banking Days, in the event that Borrower selects the LIBOR Rate Option, prior to the termination of such Interest Period. If Borrower shall specify the LIBOR Rate Option, such Rollover Notice shall also specify the length of the succeeding Interest Period selected by Borrower, provided that Borrower may not select an Interest Period which will extend beyond the Maturity Date. Each Rollover Notice shall be irrevocable and effective upon notification thereof to the Agent. If the required Rollover Notice shall not have been timely received by the Agent (bin accordance with the above provisions of this Section) Optional Currency Loans pursuant prior to the expiration of the then relevant Interest Period in effect when such notice was required to be given, Borrower shall be deemed to have selected the Prime Rate Option to be applicable upon expiration of such Interest Period and to have given the Agent notice of such selection. With respect to any advance which is subject to the Prime Rate Option, Borrower shall have the right, on any Eurodollar Banking Day (a "Conversion Date"), to convert such advance from the Prime Rate Option to the LIBOR Rate Option set forth by giving the Agent a Rollover Notice of such election at least three (3) Eurodollar Banking Day prior to such Conversion Date. Notwithstanding anything in this Section 3.1.1(ii) [Revolving Credit to the contrary, no advance which is subject to the Prime Rate Option may be converted to the LIBOR Rate Option]; it being understood that, and no advance which is subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for may be continued as such when any Loans Event of Default has occurred and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under is continuing. In such an event, each advance subject to the LIBOR Rate Option shall be automatically converted immediately to the Base Prime Rate Option as to Loans advanced in Dollars and to Loans bearing interest at on the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation last day of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Eurocurrency Rate Option set forth in Section 3.1.1(i) [specified below applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Revolving Credit Loans; and provided provided, further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Eurocurrency Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR Eurocurrency Rate Option shall be converted immediately to the Base Rate Option as and (ii) denominated in an Alternative Currency shall either (x) be converted immediately to Loans advanced the Base Rate Option denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Alternative Currency) at the Overnight Rate plus end of the Applicable Margin for LIBOR Rate Loans as to any Loans advanced Interest Period therefor or (y) be prepaid at the end of the applicable Interest Period in an Optional Currencyfull, subject in all cases to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate or Adjusted Eurocurrency Rate shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers Borrower in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option Options or LIBOR the Eurocurrency Rate Option Options, as set forth in Section 3.1.1(i) 4.1.1 [Revolving Credit Base Interest Rate OptionOptions; Swing Line Interest Rate] or and Section 3.1.1(ii) 4.1.2 [Revolving Credit LIBOR Term loan Interest Rate Option], and (b) Options] the Borrowers shall pay interest in respect of the outstanding unpaid principal amount of Optional Currency Loans pursuant to the LIBOR Eurocurrency Rate Option Options set forth in Section 3.1.1(ii4.1.1(ii) [Revolving Credit LIBOR Eurocurrency Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Eurocurrency Rate Option for any Loans Loans, and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Eurocurrency Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid repaid by the Borrowers in such the same Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Refinancing Credit Agreement (Westinghouse Air Brake Technologies Corp)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Revolving Credit Loans denominated in Dollars as selected by it them from the Base Rate Option Option, Term SOFR Rate Loan Option, Euro-Rate Option, or LIBOR EURIBOR Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that . Interest on the principal amount of each Revolving Credit Loan made in an Optional Currency shall be paid by the Borrowers in such Optional Currency. Swing Loans shall bear interest at a rate to be agreed upon by the Administrative Agent and the Company, on behalf of all Borrowers. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of the Term Loans pursuant to the EURIBOR Rate Option set forth below applicable to the Term Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Periods to apply simultaneously to the Term Loans comprising different Borrowing Tranches and may renew the EURIOBOR Rate Option with respect to the Term Loans comprising any Borrowing Tranche. At no time shall there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionLoans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Glatfelter Corp)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below 49 applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) six Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Revolving Credit Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers then for so long as such Event of Default or Potential Default is continuing, (i) no outstanding Borrowing Tranche may not request, convert to, be converted to or renew the LIBOR continued as a Term SOFR Rate Option for any Loans Loan or RFR Loan and the (ii) Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR each RFR Loan be automatically converted to a Base Rate Option shall be converted immediately Loan denominated in Dollars (in an amount equal to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at Dollar Equivalent of the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional applicable Alternative Currency, if applicable) immediately, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 [Indemnity] 5.10 in connection with any such conversion, or at the end of the applicable Interest Period. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Daily Simple RFR or Term SOFR Rate shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers Borrower in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers Interest on each Advance hereunder shall pay interest in respect accrue at one of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as following per annum rates selected by it Borrower: (i) upon notice to Bank, the Applicable Margin plus the one-month LIBOR rate quoted by the Bank from Telerate Page 3750 or any successor thereto, which shall be that one-month LIBOR rate in effect and reset each New York banking day (`Daily Reset LIBOR Rate'; each such Advance, a Floating LIBOR Advance); or (ii) upon a minimum of two New York banking days prior notice, the Base Rate Option Applicable Margin plus the one, two, three, six or twelve month LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] rate quoted by the Bank from Telerate Page 3750 or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and any successor thereto (b) Optional Currency Loans pursuant to which shall be the LIBOR Rate Option set forth rate in Section 3.1.1(ii) [Revolving Credit effect two New York banking days prior to commencement of the LIBOR Rate Option]loan advance)(`LIBOR Rate'; it being understood thateach such Advance, subject a Fixed LIBOR Advance). The term `Money Markets' refers to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more wholesale funding markets available to the Bank, including negotiable certificates of deposit, commercial paper, eurodollar deposits, bank notes, federal funds and others. If a Fixed LIBOR Advance is prepaid, whether by Borrower, as a result of acceleration upon default or otherwise, the Borrower agrees to pay all of the Bank's costs, expenses and Interest Rate Options Differential (as determined by the Bank) incurred as a result of such prepayment. The term `Interest Differential' shall mean that sum equal to the greater of 0 or the financial loss incurred resulting from prepayment, calculated as the difference between the amount of interest the Bank would have earned (from like investments in the Money Markets as of the first day of the Fixed LIBOR Advance) had prepayment not occurred and the interest the Bank will actually earn (from like investments in the Money Markets as of the date of prepayment) as a result of the redeployment of funds from the prepayment. Because of the short-term nature of this facility, the Borrower agrees that the Interest Differential shall not be discounted to its present value. Any prepayment of a Fixed LIBOR Advance shall be in an amount equal to the remaining entire principal balance of such loan. Notwithstanding anything in this Agreement to the contrary, in the event the Borrower does not timely select another interest rate option at least 2 banking days before a Fixed LIBOR Advance expires, the Bank may at any time thereafter convert the Fixed LIBOR Advance to a Floating LIBOR Advance, but until such conversion, the funds advanced under the expired Fixed LIBOR Advance shall continue to accrue interest at the same rate as the interest rate under such expired Fixed LIBOR Advance as applicable. The Bank's internal records of applicable interest rates shall be determinative in the absence of manifest error. Each LIBOR Advance shall be in a minimum amount of $500,000 and in an integral multiple of $100,000 if above such amount. For determining payment dates for LIBOR rate loans, the New York banking day shall be the standard convention. In the event after the date of initial funding any government authority subjects Bank to any new or additional charge, fee, withholding or tax of any kind with respect to all any loans hereunder or any portion changes the method of taxation of such loans or changes the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche reserve or deposit requirements applicable to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuingsuch loans, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option Borrower shall be converted immediately pay to the Base Rate Option Bank such additional amounts as to Loans advanced in Dollars and to Loans bearing interest at will compensate the Overnight Rate plus the Applicable Margin Bank for LIBOR Rate Loans such costs or lost income resulting therefrom as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid reasonably determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or Bank." Paragraph (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]is re-labeled paragraph (b).
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Revolving Credit Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; , provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans, and provided further that Swing Loans shall bear interest at the Daily Euro-Rate in effect from time to time plus the percentage rate spread described in clause (including ii) of the definition of Applicable Margin, and each time either the Daily Euro-Rate or the percentage rate spread described in such clause (ii) shall change, so shall the rate applicable to the Swing Loans change, effective immediately, unless PNC Bank and the Borrower otherwise mutually agree in writing that a Borrowing Tranche different rate shall apply to Swing Loans, in which event such agreed upon alternate rate shall so apply to Swing Loans for the Base Rate Option Applies); period for which PNC Bank and the Borrower shall agree, provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Euro-Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionDollar Loans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Loan made in an Optional Currency Loan as provided in Section 2.11.4, shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Covance Inc)
Interest Rate Options. The Subject to the provisions of the Existing Agreement relating to default interest, the Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans the Advances denominated in Dollars Affected Currencies as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant Options specified below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Advances, it being understood that, subject to the provisions of this the Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans Advances denominated in Affected Currencies comprising different Borrowing Tranches Advances of the same type and Affected Currency, and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans Advances denominated in Affected Currencies comprising any Borrowing TrancheAdvance; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, request or renew the LIBOR Rate any Term RFR Option or Daily Simple RFR Option for any Loans Advances and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Advances denominated in an Affected Currency shall either (i) (x) in relation to Term RFR Rate Option shall Advances, be converted immediately to the Base Domestic Rate Option as to Loans advanced denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Affected Currency) at the Overnight Rate plus end of the Applicable Margin for LIBOR Interest Period therefor; and (y) in relation to Daily Simple RFR Advances, be converted immediately to Domestic Rate Loans as to any Loans advanced denominated in Dollars (in an Optional amount equal to the Dollar Equivalent of such Affected Currency) or (ii) in relation to Term RFR Rate Advances, be prepaid at the end of the applicable Interest Period in full, subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] the Agreement in connection with any such conversion. If at any time the designated rate applicable to any Loan Advance made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s Loan 's Advance shall be limited to such Lender’s 's highest lawful rate. The applicable Base Rate, Daily Simple RFR or Term RFR shall be determined by the Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Advance denominated in an Affected Currency Loan shall be paid by the Borrowers in such Optional Affected Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Revolving Credit and Security Agreement (Ampco Pittsburgh Corp)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] Loans, the Term Loans, or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve seven (127) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, request or renew the LIBOR any Term Rate Loan Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR a Term Rate Loan Option shall be converted immediately to the Base Rate Option as and (ii) denominated in an Alternative Currency shall either (x) (A) in relation to Loans advanced Term Rate Loans, be converted immediately to the Base Rate Option denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Alternative Currency) at the Overnight end of the Interest Period therefor; and (B) in relation to Daily Rate plus Loans, be converted immediately to the Applicable Margin for LIBOR Base Rate Loans as Option or (y) in relation to any Loans advanced Term Rate Loans, be prepaid at the end of the applicable Interest Period in an Optional Currencyfull, subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Term SOFR Rate, Daily Simple RFR, or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers Interest on each Advance hereunder shall pay interest in respect accrue at one of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as following per annum rates selected by it the Borrower (“n/a” indicates rate option is not available): (i) upon notice to the Agent, 0.00% plus the Prime Rate announced by the Agent from time to time, as and when such rate changes (a “Prime Rate Loan”); (ii) upon a minimum of two New York Banking Days’ prior notice to the Base Rate Option Agent, 2.50% plus the 1, 2, 3, 6 or 12 month LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Rate, and (b) Optional Currency Loans pursuant to which shall be the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit effect two New York Banking Days prior to commencement of the Advance (a “LIBOR Rate Option]; it being understood that, subject Loan’) or (iii) (n/a) upon notice to the provisions Bank, n/a % plus the rate, determined solely by the Bank, at which the Bank would be able to borrow funds of this Agreementcomparable amounts in the Money Markets for a 1, the Borrowers may select different Interest 2, 3, 6 or 12 month period, adjusted for any reserve requirement and any subsequent costs arising from a change in government regulation (a “Money Market Rate Options and different Interest Periods Loan”). The term “Money Markets” refers to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest wholesale funding markets available to the Bank, including negotiable certificates of deposit, commercial paper, eurodollar deposits, bank notes, federal funds, interest rate swaps or others. No LIBOR Rate Options with respect Loan or Money Market Rate Loan may extend beyond the maturity of this Note. In any event, if the Loan Period for a LIBOR Rate Loan or Money Market Rate Loan should happen to all or any portion extend beyond the maturity of this Note, such loan must be prepaid at the lime this Note matures. In the event the Borrower does not timely select another interest rate option at least two New York Banking Days before the end of the Loans comprising any Borrowing Tranche; provided that there shall not be Loan Period for a LIBOR Rate Loan or Money Market Rate Loan, the Bank may at any one time outstanding more than twelve (12) Borrowing Tranches in after the aggregate among all end of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, Loan Period convert to, or renew the LIBOR Rate Option for any Loans and Loan or Money Market Rate Loan to a Prime Rate Loan, but until such conversion, the Required Lenders may demand that all existing Borrowing Tranches bearing interest funds advanced under the LIBOR Rate Option Loan or Money Market Rate Loan shall be converted immediately continue to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing accrue interest at the Overnight Rate plus same rate as the Applicable Margin interest rate in effect for suck LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject Loan or Money Market Rate Loan prior to the obligation end of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] Loan Period. The Bank’s internal records of applicable interest rates shall be determinative in connection with such conversionthe absence of manifest error. If at any time the designated rate applicable to any Each LIBOR Rate Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s and each Money Market Rate Loan shall be limited to such Lender’s highest lawful rate. Interest on the in a minimum principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law One Hundred Thousand Dollars (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]$100,000).
Appears in 1 contract
Interest Rate Options. The Borrowers Loans made on the Closing Date shall pay be made only as Base Rate Loans and shall bear interest in respect of at a rate equal to (i) the outstanding unpaid principal amount of (a) Domestic Base Rate, if such Loans denominated constitute Revolving Loans made in Dollars or Swingline Loans, or (ii) the Foreign Base Rate, if such Loans constitute European Swingline Loans made as selected by it from Base Rate Loans in the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(iCurrency. Thereafter, (A) [Revolving Credit Base Rate Option] Loans shall bear interest at a rate equal to (i) the Domestic Base Rate, if such Loans constitute Revolving Loans made in Dollars or Section 3.1.1(iiSwingline Loans, or (ii) [Revolving Credit LIBOR the Foreign Base Rate, if such Loans constitute European Swingline Loans made as Base Rate Option]Loans in the Base Rate Currency, and (bB) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which shall include all Revolving Loans made as Foreign Currency Loans, and any European Swingline Loans made in Alternative Currencies other than Europeans Swingline Loans made as Base Rate Loans in the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option Currency) shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing bear interest at the Overnight LIBOR Rate plus the Applicable Margin (the "Applicable Margin") as set forth below in this Section 3.1. On behalf of the Borrowers, AHL shall determine whether a Revolving Loan is to be a Foreign Currency Loan, Base Rate Loan or LIBOR Rate Loan and select the Interest Period, if any, applicable to such Loan at the time a request for borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 3.2. Any Revolving Loan or any portion thereof as to which the Company has not duly specified an interest rate as provided herein shall, (x) if it is a Loan made in Dollars, be deemed a Base Rate Loan, and (y) if it is a Revolving Loan made as a Foreign Currency Loan, be deemed a LIBOR Rate Loan having an interest period of one month. Any LIBOR Rate Loan for which an interest Period has ended, shall, so long as no Event of Default has occurred and shall be continuing, be deemed renewed as a LIBOR Rate Loan in the currency in which the LIBOR Rate Loan was repayable (unless it is a Foreign Currency Loan made in German deutsche marks, which shall be paid in full at the end of such Interest Period), and have an Interest Period of one month, provided that no Event of Default shall arise as a result thereof. For the avoidance of doubt and without limiting the foregoing, (i) any borrowings under the Revolving Facility made in an Alternative Currency (including English Pounds) shall be made by the Lenders solely as LIBOR Rate Loans, (ii) any borrowings under the European Swingline Facility made in an Alternative Currency (other than English Pounds) shall be made by the European Swingline Lender solely as LIBOR Rate Loans having an Interest Period of one month or as to any Loans advanced in an Optional Currency, subject otherwise acceptable to the obligation of European Swingline Lender, and (iii) any borrowings under the Borrowers to pay any indemnity under Section 4.10 [Indemnity] European Swingline Facility made in connection with such conversion. If at any time the designated rate applicable to any Loan English Pounds shall be made by any the European Swingline Lender exceeds such Lender’s highest lawful rateas Foreign Base Rate Loans or, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions if acceptable to the contrary contained in this Agreement European Swingline Lender, as LIBOR Rate Loans having an Interest Period of one month or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded otherwise acceptable to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])European Swingline Lender.
Appears in 1 contract
Sources: Credit Agreement (Ahl Services Inc)
Interest Rate Options. The Subject to the provisions of the Existing Agreement relating to default interest and numbers of Borrowing Tranches, the Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars Affected Currencies as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this the Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans denominated in Affected Currencies comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans denominated in Affected Currencies comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, request or renew the LIBOR Rate any Term RFR Option or Daily Simple RFR Option for any Loans and the Required Lenders Banks 264656894 may demand that all existing Borrowing Tranches bearing interest under denominated in the LIBOR Affected Currency shall either (i) (x) in relation to Term RFR Rate Loans, be converted to the Base Rate Option shall denominated in Dollars (in an amount equal to the Dollar Equivalent of such Affected Currency) at the end of the Interest Period therefor; and (y) in relation to Daily Simple RFR Loans, be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced (in an Optional amount equal to the Dollar Equivalent of such Affected Currency), subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] 5.10 of the Agreement in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender Bank exceeds such LenderBank’s highest lawful rate, the rate of interest on such LenderBank’s Loan shall be limited to such LenderBank’s highest lawful rate. The applicable Base Rate, Daily Simple RFR or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in the Affected Currency Loan shall be paid by the Borrowers in such Optional Affected Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Big Lots Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Company, (i) Revolving Credit Loans comprising any Borrowing Tranche; provided that there and USD Revolving Credit Loans denominated in Dollars shall not be bear interest at any one time outstanding more than twelve (12A) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for Percentage or (B) the LIBOR Rate plus the Applicable Percentage, (ii) Revolving Credit Loans as to any Loans advanced denominated in an Optional CurrencyAlternative Currency shall bear interest at the LIBOR Rate plus the Applicable Percentage, subject (iii) the Japanese Yen Loans shall bear interest at (A) the Japanese Base Rate plus the Applicable Percentage and (iv) each Swingline Loan shall bear interest at (A) the LIBOR Market Index Rate plus the Applicable Percentage or (B) during any period in which the LIBOR Market Index Rate is unavailable or unascertainable, the Base Rate plus the Applicable Percentage (provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date unless the Company has delivered to the obligation of Administrative Agent a letter in form and substance satisfactory to the Borrowers Administrative Agent indemnifying the Lenders against any loss or expense which may arise or be attributable to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rateobtaining, liquidating or employing deposits or other funds acquired to effect, fund or maintain any Loan due to any failure of any Borrower to borrow on the date specified therefore in the initial Notice of Borrowing). The Company shall select the rate of interest on such Lender’s and Interest Period, if any, applicable to any Revolving Credit Loan shall be limited or USD Revolving Credit Loan at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to such Lender’s highest lawful rateSection 4.2. Interest on the principal amount of each Optional Currency Any Revolving Credit Loan shall be paid by the Borrowers or USD Revolving Credit Loan denominated in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement Dollars or any other Loan Document, portion thereof as to which the Borrowers shall Company has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced deemed a Base Rate Loan and any Revolving Credit Loan or any portion thereof as to which the maximum lawful rate allowed from time to time under Company has not duly specified the applicable Law, Permitted Currency (x) in its Notice of Borrowing as provided herein shall be deemed a request for a Revolving Credit Loan denominated in Dollars and this Agreement and the other Loan Documents (y) in its Notice of Conversion/Continuation as provided herein shall be deemed to have been and shall be reformed and modified a request for a Revolving Credit Loan denominated in the same Permitted Currency as the Revolving Credit Loan to reflect such reduction; and be converted or continued (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]it being understood that USD Revolving Loans are available only in Dollars).
Appears in 1 contract
Sources: Five Year Revolving Credit Agreement (BlackRock Inc.)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option, Term SOFR Rate Option or LIBOR Rate Option set forth (solely in Section 3.1.1(i) [the case of Revolving Credit Base Rate Option] or Section 3.1.1(iiLoans) [Daily Simple SOFR Option specified below applicable to the Revolving Credit LIBOR Rate Option]Loans or the Terms Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrowing Agent may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve five (125) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)any kind of Loan; and provided further that if an Event of Default or Potential Default exists and is continuing, and the Borrowers Administrative Agent, at the request of the Required Lenders, so notifies the Borrowing Agent, the Borrowing Agent may not request, convert to, or renew the LIBOR Term SOFR Rate Option for any Loans and or Daily Simple SOFR Option for any Revolving Credit Loans and, in each case, the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Term SOFR Rate Option or Daily Simple SOFR Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] 5.10 in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Term SOFR Rate or Daily Simple SOFR shall be paid determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to payAdministrative Agent, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein determination shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])conclusive absent manifest error.
Appears in 1 contract
Sources: Fifth Amendment to Third Amended and Restated Credit Agreement (Construction Partners, Inc.)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; , provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); applies) and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to only the Base Rate Option or such other interest rates as PNC Bank and the Borrower may agree to Loans advanced in Dollars and from time to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject time shall apply to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionSwing Loans. If at any time the designated rate applicable to any Loan made by any Lender Bank exceeds such LenderBank’s highest lawful rate, the rate of interest on such LenderBank’s Loan shall be limited to such LenderBank’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers Borrower shall not be required to pay, and the Lenders Banks shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders Banks may have received hereunder shall be, at the option of the Required LendersBanks, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers Borrower shall have no action against the Administrative Agent or any Lender Bank for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]). Interest on the principal amount of each Loan made in an Optional Currency shall be paid by the Borrower in such Optional Currency.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection 4.1, at the election of the Borrower, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to aggregate principal balance of the Revolving Credit Loans, the Term Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any permitted portion of the Loans comprising any Borrowing Tranche; provided that there thereof shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing bear interest at the Overnight Base Rate, the CD Rate plus or the LIBOR Rate, plus, in each case, the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionset forth below. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, The Borrower shall select the rate of interest and Interest Period, if any, applicable to any Revolving Credit Loan at the time a Notice of Borrowing is given pursuant to Section 2.2 with respect thereto and at the time each Notice of Conversion/Continuation is given pursuant to Section 4.2 with respect thereto. The Borrower shall select the rate of interest and Interest Period, if any, applicable to the Term Loans at the time the Notice Regarding Term Loans is given pursuant to Section 3.2 and at the time each Notice of Conversion/Continuation is given pursuant to Section 4.2 with respect thereto. Each Revolving Credit Loan or portion thereof bearing interest based on such Lender’s Loan the Base Rate and the Term Loans or portion thereof bearing interest based on the Base Rate shall be limited to such Lender’s highest lawful rate. Interest a "Base Rate Loan," each Revolving Credit Loan or portion thereof bearing interest based on the principal amount of each Optional Currency Loan CD Rate and the Term Loans or portion thereof bearing interest based on the CD Rate shall be paid by a "CD Rate Loan," and each Revolving Credit Loan or portion thereof bearing interest based on the Borrowers in such Optional Currency. Notwithstanding LIBOR Rate and the Term Loans or portion thereof bearing interest based on the LIBOR Rate shall be a "LIBOR Rate Loan." For any provisions period with respect to which the contrary contained in this Agreement Borrower has not duly specified an interest rate for any Revolving Credit Loan or any other Loan Document, portion thereof or for the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, Term Loans or any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor portion thereof, such Revolving Credit Loan or (c) any combination of the foregoing; (4) the interest rates provided for herein portion thereof or Term Loans or portion thereof shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest a Base Rate Options])Loan.
Appears in 1 contract
Sources: Credit Agreement (Markel Corp)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] Loans, the Term Loans, or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve seven (127) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, request or renew the LIBOR any Term Rate Loan Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under the LIBOR a Term Rate Loan Option shall be converted immediately to the Base Rate Option as and (ii) denominated in an Alternative Currency shall either (x) (A) in relation to Loans advanced Term Rate Loans, be converted immediately to the Base Rate Option denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Alternative Currency) at the Overnight end of the Interest Period therefor; and (B) in relation to Daily Rate plus Loans, be converted immediately to the Applicable Margin for LIBOR Base Rate Loans as Option or (y) in relation to any Loans advanced Term Rate Loans, be prepaid at the end of the applicable Interest Period in an Optional Currencyfull, subject in all cases to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Eurocurrency Rate, BSBY Rate, Daily Simple RFR, or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it any Borrower from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [specified below applicable to the Revolving Credit Base Rate Option] Loans, the Terms Loans, the Delayed Draw Term Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve eight (12) 8) Borrowing Tranches in the aggregate among total for all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Loans; and provided further provided, further, that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not (at the discretion of the Administrative Agent or upon written demand by the Required Lenders to the Administrative Agent) request, convert to, or renew the LIBOR any Term Rate Loan Option or Daily Simple RFR Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches (i) denominated in Dollars bearing interest under a Term Rate Loan Option shall be converted, at the LIBOR end of the Interest Period therefor, to the Base Rate Option and (ii) denominated in an Alternative Currency shall either (x) (A) in relation to Term Rate Loans, be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of such Alternative Currency) at the Overnight end of the Interest Period therefor; and (B) in relation to Daily Rate plus Loans, be converted immediately to the Applicable Margin for LIBOR Base Rate Loans as Option or (y) in relation to any Loans advanced Term Rate Loans, be prepaid at the end of the applicable Interest Period in an Optional Currencyfull, subject in all cases to the obligation obligations of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with any such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Term SOFR Rate, Daily Simple RFR or Term RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Options specified below applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Revolving Credit Loans; and provided further provided, further, that if an Event of Default or Potential Default exists and is continuing, the Borrowers (i) no outstanding Borrowing Tranche may not requestbe converted to or continued as a Term SOFR Rate Loan, convert toRFR Loan, or renew the LIBOR Eurocurrency Rate Option for any Loans Loan and the (ii) Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall (x) each RFR Loan be automatically be converted immediately to a Base Rate Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of the applicable Alternative Currency) immediately and (y) each Eurocurrency Rate Loan or Term SOFR Rate Loan be automatically converted to a Base Rate Option as to Loans advanced Loan denominated in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced (in an Optional amount equal to the Dollar Equivalent of the applicable Alternative Currency, if applicable) immediately, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with any such conversion, or at the end of the applicable Interest Period. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. The applicable Base Rate, Eurocurrency Rate, Term SOFR Rate, or Daily Simple RFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Loan denominated in an Alternative Currency Loan shall be paid by the Borrowers Borrower in such Optional Alternative Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Euro-Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Euro-Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Euro-Rate Option]; , it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Euro-Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Euro-Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Euro-Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).223667699
Appears in 1 contract
Interest Rate Options. The Borrowers Loans made on the Closing Date and during the Initial Interest Period shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the be Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing bear interest at the Overnight Base Rate plus the Applicable Margin for (the "Applicable Margin") as set forth below in this Section 3.1. Thereafter, Foreign Currency Loans shall bear interest at the IBOR Rate plus the Applicable Margin, Base Rate Loans shall bear interest at a rate equal to the higher of the (i) Floor Rate or the (ii) Base Rate plus the Applicable Margin, Swingline Loans shall bear interest at the Base Rate plus the Applicable Margin, and, LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to shall bear interest at the obligation LIBOR Rate plus the Applicable Margin. The Applicable Margin may be a negative number. On behalf of the Borrowers Co-Borrowers, the Company shall determine whether a Revolving Loan is to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time be a Base Rate Loan, LIBOR Rate Loan, or Foreign Currency Loan and select the designated rate Interest Period, if any, applicable to any Revolving Loan made by any Lender exceeds such Lender’s highest lawful rate, at the rate time a Notice of interest on such Lender’s Borrowing is given pursuant to Section 2.2 or at the time a Notice of Conversion/Continuation is given pursuant to Section 3.2. Any Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, portion thereof as to which the Borrowers shall Company has not be required to pay, and the Lenders shall not be permitted to collect, any amount of duly specified an interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is rate as provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Lawdeemed a Base Rate Loan, and this Agreement and the other and, if it is a LIBOR Rate Loan Documents shall be deemed to have been or a Foreign Currency Loan for which an Interest Period has ended, shall, so long as no Event of Default has occurred and shall be reformed and modified to reflect such reduction; and (5) the Borrowers continuing, be deemed renewed as a Base Rate Loan and, in each case, no Event of Default shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])arise as a result thereof.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest 219962390 Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders Banks may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender Bank exceeds such Lender’s Bank's highest lawful rate, the rate of interest on such Lender’s Bank's Loan shall be limited to such Lender’s Bank's highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers no Borrower shall not be required to pay, and the Lenders Banks shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“"Excess Interest”"). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers applicable Borrower shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders Banks may have received hereunder shall be, at the option of the Required LendersBanks, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers no Borrower shall have no any action against the Administrative Agent or any Lender Bank for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]4.1).
Appears in 1 contract
Sources: Credit Agreement (Big Lots Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Revolving Credit Loans denominated in Dollars as selected by it them from the Base Rate Option Option, Euro-Rate Option, or LIBOR EURIBOR Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that . Interest on the principal amount of each Revolving Credit Loan made in an Optional Currency shall be paid by the Borrowers in such Optional Currency. Swing Loans shall bear interest at a rate to be agreed upon by the Administrative Agent and the Company, on behalf of all Borrowers. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of the Term Loans as selected by them from the Euro Rate Option or EURIBOR Rate Option set forth below applicable to the Term Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Term Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Term Loans comprising any Borrowing Tranche. At no time shall there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionLoans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s 's highest lawful rate, the rate of interest on such Lender’s 's Loan shall be limited to such Lender’s 's highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Glatfelter P H Co)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR BSBY Rate OptionTerm SOFR Rate Option set forth in Section 3.1.1(i) [specified below applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swingline Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve (12) 6 Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Revolving Credit Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR BSBY Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR BSBY Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate.then for so long as such Event of Default is continuing, (i) no outstanding Borrowing Tranche may be converted to, or continued as, a Term SOFR Rate Loan and (ii) Required Lenders may demand that each Term SOFR Rate Loan be automatically converted to a Base Rate Loan immediately, subject to the obligation of the Borrower to pay any indemnity under Section 5.10 [Indemnity] in connection with any such conversion, or at the end of the applicable Interest Period. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate. Interest , the rate of interest on the principal amount of each Optional Currency such Lender’s Loan shall be paid limited to such Lender’s highest lawful rate. The applicable Base Rate or Term SOFR Rate shall be determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to payAdministrative Agent, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein determination shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])conclusive absent manifest error.
Appears in 1 contract
Sources: Credit Agreement (Erie Indemnity Co)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve Borrowers:
(12i) Borrowing Tranches in the aggregate among all of the Revolving Credit Loans (including a Borrowing Tranche to which other than Alternative Currency Revolving Credit Loans) shall bear interest at (A) the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate applicable to Loans as to any which interest is to be determined on the basis of the Base Rate or (B) the LIBOR Rate plus the Applicable Margin applicable to Loans advanced in an Optional Currency, subject as to which interest is to be determined on the basis of the LIBOR Rate (provided that the LIBOR Rate shall not be available until three (3) Business Days after the Closing Date unless the Borrowers have delivered to the obligation Agent a letter in form and substance reasonably satisfactory to the Agent indemnifying the Lenders in the manner set forth in Section 5.9 of this Agreement (any such letter, a “Closing Date Indemnification Letter”));
(ii) the Alternative Currency Revolving Credit Loans shall bear interest at the LIBOR Rate plus the Applicable Margin applicable to Loans as to which interest is to be determined on the basis of the LIBOR Rate (provided that the LIBOR Rate shall not be available until four (4) Business Days after the Closing Date unless the Borrowers have delivered to pay the Agent a Closing Date Indemnification Letter); and
(iii) any indemnity under Section 4.10 [Indemnity] in connection with such conversionSwingline Loan shall bear interest at either (A) the Base Rate plus the Applicable Margin or (B) Daily LIBOR plus the Applicable Margin. If at any time The Borrowers shall select the designated rate of interest and Interest Period, if any, applicable to any Loan made by at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 5.2. Any Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the rate of interest on such Lender’s Loan Borrowers have not duly specified a currency as provided herein shall be limited deemed a Revolving Credit Loan denominated in Dollars. Any Revolving Credit Loan denominated in Dollars or any portion thereof as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan Borrowers have not duly specified an interest rate as provided herein shall be paid by deemed a Base Rate Loan and any LIBOR Rate Loan or any portion thereof as to which the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other have not duly specified an Interest Period as provided herein shall be deemed a LIBOR Rate Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess month Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (KMG Chemicals Inc)
Interest Rate Options. (a) The Borrowers outstanding principal balance of --------------------- this Note shall pay earn interest in respect at the Prime-Based Rate, provided however that, -------------------- subject to the terms of paragraph 4(b) below, by giving Notification, Undersigned may request to have all or such portion of the outstanding unpaid principal of this Note as hereinafter permitted earn interest, instead, or at the LIBOR Rate as follows: (i) with respect to the principal amount outstanding under the Facility, from the date of a Notification until the end of the LIBOR Rate Period specified in the Notification; and/or (ii) with respect to the principal amount of (a) Loans denominated in Dollars as selected by it any portion of the Facility outstanding and earning interest at the LIBOR Rate at the time of the Notification related to such principal amount, from the Base expiration of the then current LIBOR Rate Option Period related to such principal amount until the end of the or LIBOR Rate Option set forth Period specified in Section 3.1.1(ithe Notification; and/or (iii) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; principal amount of the Facility outstanding and earning interest at the Prime-Based Rate at the time of Notification, from the date set forth in the Notification until the end of the LIBOR Rate Period specified in the Notification. All advances of principal amounts accruing interest at the LIBOR Rate or the shall be made in minimum increments of $100,000.00 provided that however that, there shall not be no more --------------------- than five (5) advances of principal accruing interest at the LIBOR Rate at any one time.
(b) Undersigned understands and agrees: (i) that Bank, in its sole discretion from time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all to time and without notice, may refuse any request of the Loans (including a Borrowing Tranche Undersigned to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not requestselect, convert to, to or renew the LIBOR Rate Option for any Loans and Rate, if Bank determines in good faith (which determination shall be conclusive) that the Required Lenders may demand that all existing Borrowing Tranches bearing interest Undersigned is in default under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing Note or that such interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as rate is impractical or unlawful due to any Loans advanced in an Optional Currencylaw, regulation, rule, guideline or interpretation or administration to which Bank may be subject, (ii) that subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern Note, the Prime-Based Rate and control; (2) the Borrowers shall not be obligated LIBOR Rate may apply simultaneously to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option different parts of the Required Lenders, (a) applied as a credit against the outstanding principal balance of this Note, (iii) that the LIBOR Rate may apply simultaneously to various portions of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law)outstanding principal for various LIBOR Rate periods, (biv) refunded that the LIBOR Rate applicable to any portion of outstanding principal may be different from the payor thereofLIBOR Rate applicable to any other portion of outstanding principal and (v) that the Bank shall have the right to terminate any LIBOR Rate Periods, or (c) any combination of the foregoing; (4) and the interest rates provided for herein rate applicable thereto, prior to maturity of such Rate Period, if Bank determines in good faith (which determination shall be automatically reduced conclusive) that continuance of such interest rate has been made impractical or unlawful by any law, regulation, rule, guideline or interpretation or administration to which Bank may be subject, in which event the maximum lawful rate allowed from time principal to time under applicable Law, and this Agreement and which such terminated Rate Period relates thereafter shall earn interest at the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Prime-Based Rate.
Appears in 1 contract
Sources: Note and Security Agreement (Rf Power Products Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro-Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Euro-Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Euro-Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Euro-Rate Option]; , it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Euro-Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Euro-Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Euro-Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).. 216004669
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) All Swing Line Loans denominated shall be Base Rate Loans. All Competitive Bid Loans shall be Absolute Rate Loans. All Revolving Loans in Alternative Currencies shall be Offshore Rate Loans. Revolving Loans in Dollars as selected by it from the may be Base Rate Option Loans, or LIBOR Eurodollar Rate Option set forth Loans, as the Borrower may elect in Section 3.1.1(i) [Revolving Credit Base the related Borrowing Notice or Interest Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Selection Notice, and as the case may be.
(b) Optional Currency Fixed Rate Loans pursuant and Base Rate Loans may be outstanding at the same time and, so long as no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option to elect (i) in the LIBOR Rate Option set forth case of Revolving Loans made in Section 3.1.1(ii) [Dollars, the Type of Revolving Credit LIBOR Rate Option]; it being understood that, Loan (subject to Section 3.1(a)) and (ii) in the provisions case of this Agreementall Fixed Rate Revolving Loans, the Borrowers may select different Interest Rate Options duration of the initial and different any subsequent Interest Periods and (iii) to apply simultaneously Convert Revolving Loans (other than Offshore Rate Loans which shall be subject to the Loans comprising different Borrowing Tranches Section 2.3(c)) in accordance with Sections 2.1(c)(i) and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche3.2, as applicable; provided that provided, however, (x) there shall not be outstanding at any one time outstanding Fixed Rate Loans having more than twelve twenty (1220) different Interest Periods and (y) no Fixed Rate Loan shall have an Interest Period that extends beyond the Stated Termination Date. If the Agent does not receive a Borrowing Tranches Notice or an Interest Rate Selection Notice giving notice of election of the duration of an Interest Period or of Conversion of any such Revolving Loan to or Continuation of any such Revolving Loan as a Fixed Rate Revolving Loan by the time prescribed by Sections 2.1(c)(i) and 3.2, as applicable, (I) in the aggregate among all case of the Revolving Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuingare denominated in Dollars, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents Borrower shall be deemed to have been and shall be reformed and modified elected to reflect obtain or Convert such reduction; Revolving Loan to (or Continue such Revolving Loan as) a Base Rate Revolving Loan until the Borrower notifies the Agent in accordance with Section 3.2 and (5II) in the Borrowers case of Revolving Loans made in Alternative Currencies, Section 2.3(c) shall apply. The Borrower shall not be entitled to elect to Continue any Revolving Loan as or Convert any Revolving Loan into a Fixed Rate Revolving Loan if a Default or Event of Default shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])occurred and be continuing.
Appears in 1 contract
Sources: Credit Agreement (V F Corp)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Revolving Credit Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; , provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans, and provided further that Swing Loans (including a Borrowing Tranche to which shall bear interest at the Base Daily LIBOR Rate Option Applies); in effect from time to time plus the percentage rate spread described in clause (ii) of the definition of Applicable Margin, and each time either the Daily LIBOR Rate or the percentage rate spread described in such clause (ii) shall change, so shall the rate applicable to the Swing Loans change, effective immediately, unless PNC Bank and the Borrower otherwise mutually agree in writing that a different rate shall apply to Swing Loans, in which event such agreed upon alternate rate shall so apply to Swing Loans for the period for which PNC Bank and the Borrower shall agree, provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionDollar Loans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Loan made in an Optional Currency Loan as provided in Section 2.11.4, shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Covance Inc)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to shall elect an option (an "INTEREST OPTION") of having all or any portion of the Loans comprising any Borrowing Tranche; provided that there bear interest at rates determined as follows:
A. The Borrowers shall not elect to have Revolving Credit Loans and Steam Supply Loans bear interest at a rate based upon the Alternate Base Rate or at the Adjusted LIBOR Rate. Each change in an Interest Option made pursuant to this Section shall be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all deemed both a payment of the Loans (including Alternate Base Rate Loan or Adjusted LIBOR Rate Loan from which such change was made and a Borrowing Tranche to which (notwithstanding that the unpaid principal amount of the Loan is not thereby changed) as an Alternate Base Rate Option Applies); and provided further that if Loan or an Event Adjusted LIBOR Rate Loan into which such change was made on the Date of Default or Potential Default exists and is continuingsuch change.
(1) Prior to Default, the Borrowers may not request, convert to, or renew unpaid principal of the LIBOR Rate Option for any Revolving Credit Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing Steam Supply Loans shall bear interest under from the LIBOR date of Advance as follows:
(a) If an Alternate Base Rate Option shall Loan is chosen, at a rate per annum which shall, from day to day, be converted immediately an amount equal to the lesser of: (i) The Alternate Base Rate Option as in effect from day to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate day, plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency(a "REVOLVING LOAN CONTRACT RATE" or a "STEAM SUPPLY CONTRACT RATE"); or, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1ii) the provisions of this subsection shall govern and controlMaximum Rate; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), or,
(b) refunded If an Adjusted LIBOR Rate Loan is chosen, at a rate per annum which shall, from day to day, be an amount equal to the payor thereoflesser of: (i) The Adjusted LIBOR Rate in effect from day to day, plus the Applicable Margin (also a "REVOLVING LOAN CONTRACT RATE" or a "STEAM SUPPLY CONTRACT RATE"); or, (c) any combination of the foregoing; (4ii) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Maximum Rate.
Appears in 1 contract
Sources: Credit Agreement (Innovative Valve Technologies Inc)
Interest Rate Options. (a) The Borrowers outstanding principal balance of this --------------------- Note shall pay earn interest in respect at the Prime-Based Rate, provided however that, subject --------------------- to the terms of paragraph 4(b) below, by giving Notification, Undersigned may request to have all or such portion of the outstanding unpaid principal of this Note as hereinafter permitted earn interest, instead, at the As-Offered Fixed Rate or the LIBOR Rate as follows: (i) with respect to the principal amount outstanding under the Facility, from the date of a Notification until the end of the As-Offered Fixed Rate Period or the LIBOR Rate Period (as applicable) specified in the Notification and/or (ii) with respect to the principal amount of (a) Loans denominated in Dollars as selected by it any portion of the Facility outstanding and earning interest at the As-Offered Fixed Rate or the LIBOR Rate at the time of the Notification related to such principal amount, from the Base expiration of the then current As-Offered Fixed Rate Option Period or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Period related to such principal amount until the end of the As-Offered Fixed Rate Option] Period or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and Period (bas applicable) Optional Currency Loans pursuant to specified in the LIBOR Rate Option set forth in Section 3.1.1(iiNotification; and/or (iii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there principal amount of the Facility outstanding and earning interest at the Prime-Based Rate at the time of Notification, from the date set forth in the Notification until the end of the As-Offered Fixed Rate Period or LIBOR Rate Period (as applicable) specified in the Notification. There shall not be no more than one (1) advance of principal accruing interest at the As-Offered Fixed Rate and no more than one (1) advance of principal accruing interest at the LIBOR Rate outstanding at any one time. The Undersigned shall, in selecting any interest rate option and/or interest rate period, allow for scheduled principal installment repayments.
(b) Undersigned understands and agrees: (i) that Bank, from time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all to time, may refuse any request of the Loans (including a Borrowing Tranche Undersigned to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not requestselect, convert to, to or renew the As-Offered Fixed Rate or LIBOR Rate Option for any Loans and Rate, as the Required Lenders case may demand be, if Bank determines in good faith (which determination shall be conclusive) that all existing Borrowing Tranches bearing interest the Undersigned is in default under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing Note or that such interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as rate is impractical or unlawful due to any Loans advanced in an Optional Currencylaw, regulation, rule, guideline or interpretation or administration to which Bank may be subject, (ii) that subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) Note, the Borrowers shall not be obligated Prime-Based Rate, the As-Offered Fixed Rate or the LIBOR Rate may apply simultaneously to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option different parts of the Required Lenders, (a) applied as a credit against the outstanding principal balance of this Note, (iii) that the As-Offered Fixed Rate or LIBOR Rate, as the case may be, may apply simultaneously to various portions of the Obligations outstanding principal for various As-Offered Fixed Rate Periods or accrued and unpaid interest (not to exceed LIBOR Rate Periods, as the maximum amount permitted by Law)case may be, (biv) refunded that the As-Offered Fixed Rate or LIBOR Rate, as the case may be, applicable to any portion of outstanding principal may be different from the payor thereofAs-Offered Fixed Rate or LIBOR Rate, as the case may be, applicable to any other portion of outstanding principal and (v) that the Bank shall have the right to terminate any As-Offered Fixed Rate Period or (c) any combination of LIBOR Rate Period, as the foregoing; (4) case may be, and the interest rates provided for herein rate applicable thereto, prior to maturity of such Rate Period, if Bank determines in good faith (which determination shall be automatically reduced conclusive) that continuance of such interest rate has been made impractical or unlawful by any law, regulation, rule, guideline or interpretation or administration to which Bank may be subject, in which event the maximum lawful rate allowed from time principal to time under applicable Law, and this Agreement and which such terminated Rate Period relates thereafter shall earn interest at the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Prime-Based Rate.
Appears in 1 contract
Sources: Note and Security Agreement (Rf Power Products Inc)
Interest Rate Options. (a) The Borrowers outstanding principal balance of this --------------------- Note shall pay earn interest in respect at the Prime-Based Rate, provided however that, subject --------------------- to the terms of paragraph 4(b) below, by giving Notification, Undersigned may request to have all or such portion of the outstanding unpaid principal of this Note as hereinafter permitted earn interest, instead, at the As-Offered Fixed Rate or the LIBOR Rate as follows: (i) with respect to the principal amount outstanding under the Facility, from the date of a Notification until the end of the As- Offered Fixed Rate Period or the LIBOR Rate Period (as applicable) specified in the Notification; and/or (ii) with respect to the principal amount of (a) Loans denominated in Dollars as selected by it any portion of the Facility outstanding and earning interest at the As-Offered Fixed Rate or the LIBOR Rate at the time of the Notification related to such principal amount, from the Base expiration of the then current As-Offered Fixed Rate Option Period or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Period related to such principal amount until the end of the As- Offered Fixed Rate Option] Period or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and Period (bas applicable) Optional Currency Loans pursuant to specified in the LIBOR Rate Option set forth in Section 3.1.1(iiNotification; and/or (iii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there principal amount of the Facility outstanding and earning interest at the Prime-Based Rate at the time of Notification, from the date set forth in the Notification until the end of the As-Offered Fixed Rate Period or LIBOR Rate Period (as applicable) specified in the Notification. There shall not be no more than one (1) advance of principal accruing interest at the As-Offered Fixed Rate and no more than one (1) advance of principal accruing interest at the LIBOR Rate outstanding at any one time. The Undersigned shall, in selecting any interest rate option and/or interest rate period, allow for scheduled principal installment repayments.
(b) Undersigned understands and agrees: (i) that Bank, from time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all to time, may refuse any request of the Loans (including a Borrowing Tranche Undersigned to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not requestselect, convert to, to or renew the As-Offered Fixed Rate or LIBOR Rate Option for any Loans and Rate, as the Required Lenders case may demand be, if Bank determines in good faith (which determination shall be conclusive) that all existing Borrowing Tranches bearing interest the Undersigned is in default under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing Note or that such interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as rate is impractical or unlawful due to any Loans advanced in an Optional Currencylaw, regulation, rule, guideline or interpretation or administration to which Bank may be subject, (ii) that subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) Note, the Borrowers shall not be obligated Prime-Based Rate, the As-Offered Fixed Rate or the LIBOR Rate may apply simultaneously to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option different parts of the Required Lenders, (a) applied as a credit against the outstanding principal balance of this Note, (iii) that the As-Offered Fixed Rate or LIBOR Rate, as the case may be, may apply simultaneously to various portions of the Obligations outstanding principal for various As-Offered Fixed Rate Periods or accrued and unpaid interest (not to exceed LIBOR Rate Periods, as the maximum amount permitted by Law)case may be, (biv) refunded that the As-Offered Fixed Rate or LIBOR Rate, as the case may be, applicable to any portion of outstanding principal may be different from the payor thereofAs- Offered Fixed Rate or LIBOR Rate, as the case may be, applicable to any other portion of outstanding principal and (v) that the Bank shall have the right to terminate any As-Offered Fixed Rate Period or (c) any combination of LIBOR Rate Period, as the foregoing; (4) case may be, and the interest rates provided for herein rate applicable thereto, prior to maturity of such Rate Period, if Bank determines in good faith (which determination shall be automatically reduced conclusive) that continuance of such interest rate has been made impractical or unlawful by any law, regulation, rule, guideline or interpretation or administration to which Bank may be subject, in which event the maximum lawful rate allowed from time principal to time under applicable Law, and this Agreement and which such terminated Rate Period relates thereafter shall earn interest at the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Prime-Based Rate.
Appears in 1 contract
Sources: Note and Security Agreement (Rf Power Products Inc)
Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option, Term SOFR Rate Option or LIBOR Rate Daily SOFR Option set forth in Section 3.1.1(i) [specified below applicable to the Revolving Credit Base Rate Option] Loans or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]the Swing Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; respectively, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and (in the case of the Revolving Credit Loans bearing interest under the Term SOFR Rate Option) different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies)Loans; and provided further that if an Event of Default or Potential Default exists and is continuing, continuing (i) the Borrowers Borrower may not request, convert to, or renew the LIBOR Term SOFR Rate Option for any Revolving Credit Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Term SOFR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional CurrencyOption, subject to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversionconversion and (ii) the 165778087 Borrower may not request the Daily SOFR Option for any Swing Loans and the Swing Loan Lender may demand that all existing Swing Loans bearing interest under the Daily SOFR Option shall be converted immediately to the Base Rate Option. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan The applicable Base Rate, Term SOFR Rate or Daily SOFR shall be paid determined by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to payAdministrative Agent, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein determination shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])conclusive absent manifest error.
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the U.S. Borrower:
(i) Revolving Credit Loans comprising any Borrowing Tranche; (other than Alternative Currency Revolving Credit Loans) shall bear interest at (A) the Base Rate plus the Applicable Margin or (B) the LIBOR Rate plus the Applicable Margin (provided that there the LIBOR Rate shall not be at any one time outstanding more than twelve (12) Borrowing Tranches available until the second Business Day after the Closing Date unless the U.S. Borrower has delivered to the Administrative Agent a letter in form and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in the aggregate among all manner set forth in Section 4.9 of this Agreement (any such letter, a “Closing Date Indemnification Letter”));
(ii) the Alternative Currency Revolving Credit Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew shall bear interest at the LIBOR Rate Option for any Loans and plus the Required Lenders may demand Applicable Margin (provided that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall not be converted immediately available until four (4) Business Days after the Closing Date unless the U.S. Borrower has delivered to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing Administrative Agent a Closing Date Indemnification Letter); and
(iii) any Swingline Loan shall bear interest at the Overnight Base Rate plus the Applicable Margin for LIBOR Base Rate Loans as to any Loans advanced in an Optional CurrencyLoans. The U.S. Borrower, subject to the obligation on behalf of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time Applicable Borrower, shall select the designated rate of interest and Interest Period, if any, applicable to any Loan made by at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 4.2. Any Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the rate of interest on such Lender’s Loan U.S. Borrower has not duly specified a currency as provided herein shall be limited deemed a Revolving Credit Loan denominated in Dollars. Any Revolving Credit Loan denominated in Dollars or any portion thereof as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan U.S. Borrower has not duly specified an interest rate as provided herein shall be paid by the Borrowers in such Optional Currency. Notwithstanding deemed a Base Rate Loan and any provisions to the contrary contained in this Agreement LIBOR Rate Loan or any other Loan Documentportion thereof as to which the U.S. Borrower, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess on behalf of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Applicable Borrower, has not duly specified an Interest is Period as provided herein shall be deemed a LIBOR Rate Loan for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess month Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (Owens Corning)
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) the Revolving Credit Loans denominated in Dollars as selected by it them from the Base Rate Option Option, Euro-Rate Option, or LIBOR EURIBOR Rate Option set forth in Section 3.1.1(i) [below applicable to the Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]Loans, and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Revolving Credit Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Revolving Credit Loans comprising any Borrowing Tranche; provided that . Interest on the principal amount of each Revolving Credit Loan made in an Optional Currency shall be paid by the Borrowers in such Optional Currency. Swing Loans shall bear interest at a rate to be agreed upon by the Administrative Agent and the Company, on behalf of all Borrowers. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of the Term Loans pursuant to the EURIBOR Rate Option set forth below applicable to the Term Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Periods to apply simultaneously to the Term Loans comprising different Borrowing Tranches and may renew the EURIOBOR Rate Option with respect to the Term Loans comprising any Borrowing Tranche. At no time shall there shall not be at any one time outstanding more than twelve ten (1210) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionLoans. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Sources: Credit Agreement (Glatfelter Corp)
Interest Rate Options. The Borrowers shall Borrower will pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars the Loan as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit or the Daily LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers . Borrower may select different Interest Rate Options and different LIBOR Interest Periods to apply simultaneously to the Loans Loan comprising different Borrowing Tranches and may convert to or renew one (1) or more Interest Rate Options with respect to all or any portion of the Loans Loan comprising any Borrowing Tranche; , provided that there shall may not be at any one time outstanding more than twelve three (123) Borrowing Tranches in the aggregate among all consisting of the Loans one (including a Borrowing Tranche to which the 1) Base Rate Option Applies); Borrowing Tranche, one (1) LIBOR Option Borrowing Tranche and provided further that if an Event one (1) Daily LIBOR Borrowing Tranche. Agent's determination of Default or Potential Default exists interest rates and is continuingany change therein will, in the Borrowers may not requestabsence of manifest error, convert to, or renew the LIBOR Rate Option for any Loans be conclusive and the Required Lenders may demand that binding upon all existing Borrowing Tranches bearing interest under the LIBOR Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional Currency, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionparties hereto. If at any time the designated rate applicable to any portion of the Loan made by any Lender exceeds such Lender’s highest lawful rate's Maximum Legal Rate, the rate of interest on such Lender’s 's Loan shall be is limited to such Lender’s highest lawful rate's Maximum Legal Rate. Borrower has the right to select from the following Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, Rate Options:
(a) applied as Base Rate Option: A fluctuating rate per annum (computed on the basis of a credit against year of three hundred sixty (360) days and actual days elapsed) equal to the outstanding principal balance sum of the Obligations or accrued and unpaid interest Base Rate plus the Base Rate Margin (not to exceed the maximum amount permitted by Law"Base Rate Option"), (b) refunded but in each case, such interest rate to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be change automatically reduced without notice to the maximum lawful rate allowed Borrower from time to time under applicable Law, and this Agreement and effective as of the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and effective date of each change in the Base Rate (5) the Borrowers shall have no action against the Administrative Agent or any Lender component thereof); or
(b) LIBOR Options: A rate per annum fixed for any damages arising out the applicable LIBOR Interest Period (computed on the basis of a year of three hundred sixty (360) days and actual days elapsed) equal to the sum of LIBOR plus the LIBOR Rate Margin (the "LIBOR Option); or
(c) Daily LIBOR Option: A fluctuating rate per annum (computed on the basis of a year of three hundred sixty (360) days and actual days elapsed) equal to the sum of the payment or collection Daily LIBOR Rate plus the LIBOR Rate Margin (the "Daily LIBOR Option"), but in each case, such interest rate to change automatically without notice to Borrower from time to time effective as of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])the effective date of each change in the Daily LIBOR Rate.
Appears in 1 contract
Sources: Construction Loan Agreement (Investors Real Estate Trust)
Interest Rate Options. The Borrowers Subject to the provisions of the Existing Agreement relating to default interest and numbers of Portion of Capitals, the Seller shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans the Purchases denominated in Dollars the Affected Currency as selected by it from the Base applicable Interest Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant Options specified below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Purchases, it being understood that, subject to the provisions of this the Agreement, the Borrowers Seller may select different Interest Rate Options and different Interest Yield Periods to apply simultaneously to the Loans Purchases denominated in the Affected Currency comprising different Borrowing Tranches Portion of Capitals and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans Purchases denominated in the Affected Currency comprising any Borrowing TranchePortion of Capital; provided that there shall not be at any one time outstanding more than twelve (12) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Termination Event of Default or Potential Default Unmatured Termination Event exists and is continuing, the Borrowers Seller may not request, convert to, request or renew the LIBOR any Term RFR Rate Purchase Option or Daily Simple RFR Option for any Loans Purchases and the Required Lenders Majority Purchaser Agents may demand that all existing Borrowing Tranches bearing interest under Portions of Capital denominated in the LIBOR Affected Currency shall either (i) (x) in relation to Term RFR Rate Option shall Purchases, be converted immediately to the Base Rate Option as to Loans advanced denominated in Dollars and (in an amount equal to Loans bearing interest the Dollar Equivalent of the Affected Currency) at the Overnight end of the Yield Period therefor; and (y) in relation to Daily Simple RFR Purchases, be converted immediately to the Base Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced denominated in Dollars (in an Optional amount equal to the Dollar Equivalent of the Affected Currency) or (ii) in relation to Term RFR Rate Purchases, be prepaid at the end of the applicable Yield Period in full, subject in all cases to the obligation of the Borrowers Seller to pay any indemnity under Section 4.10 [Indemnity] the Agreement in connection with any such conversion. If at any time the designated rate applicable to any Loan Purchase made by any Lender Purchaser exceeds such LenderPurchaser’s highest lawful rate, the rate of interest on such LenderPurchaser’s Loan Purchase shall be limited to such LenderPurchaser’s highest lawful rate. The applicable Base Rate, Daily Simple RFR or Term RFR shall be determined by the Administrator, and such determination shall be conclusive absent manifest error. Interest on the principal amount of each Optional Purchase denominated in the Affected Currency Loan shall be paid by the Borrowers Seller in such Optional the Affected Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]).
Appears in 1 contract
Interest Rate Options. The Borrowers shall pay interest in respect of the outstanding unpaid principal amount of (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject Subject to the provisions of this AgreementSection, at the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion election of the Borrower:
(i) Revolving Credit Loans comprising any Borrowing Tranche; (other than Alternative Currency Revolving Credit Loans) shall bear interest at (A) the Base Rate plus the Applicable Margin applicable to Loans as to which interest is to be determined on the basis of the Base Rate or (B) the LIBOR Rate plus the Applicable Margin applicable to Loans as to which interest is to be determined on the basis of the LIBOR Rate (provided that there the LIBOR Rate shall not be at any one time outstanding more than twelve (12) Borrowing Tranches available until the third Business Day after the Closing Date unless the Borrower has delivered to the Administrative Agent a letter in form and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in the aggregate among all manner set forth in Section 4.9 of this Agreement (any such letter, a “Closing Date Indemnification Letter”));
(ii) the Alternative Currency Revolving Credit Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew shall bear interest at the LIBOR Rate Option for any plus the Applicable Margin applicable to Loans and as to which interest is to be determined on the Required Lenders may demand that all existing Borrowing Tranches bearing interest under basis of the LIBOR Rate Option (provided that the LIBOR Rate shall not be converted immediately available until four (4) Business Days after the Closing Date unless the Borrower has delivered to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing Administrative Agent a Closing Date Indemnification Letter); and
(iii) any Swingline Loan shall bear interest at the Overnight Base Rate plus the Applicable Margin for LIBOR Base Rate Loans as to any Loans advanced in an Optional CurrencyLoans. The Borrower shall select the rate of interest and Interest Period, subject to the obligation of the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversion. If at any time the designated rate if any, applicable to any Loan made by at the time a Notice of Borrowing is given or at the time a Notice of Conversion/Continuation is given pursuant to Section 4.2. Any Loan or any Lender exceeds such Lender’s highest lawful rate, portion thereof as to which the rate of interest on such Lender’s Loan Borrower has not duly specified a currency as provided herein shall be limited deemed a Revolving Credit Loan denominated in Dollars. Any Revolving Credit Loan denominated in Dollars or any portion thereof as to such Lender’s highest lawful rate. Interest on which the principal amount of each Optional Currency Loan Borrower has not duly specified an interest rate as provided herein shall be paid by the Borrowers in such Optional Currency. Notwithstanding deemed a Base Rate Loan and any provisions to the contrary contained in this Agreement LIBOR Rate Loan or any other portion thereof as to which the Borrower has not duly specified an Interest Period as provided herein shall be deemed a LIBOR Rate Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: one (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess month Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Period.
Appears in 1 contract
Sources: Credit Agreement (Global Power Equipment Group Inc.)
Interest Rate Options. The Eurodollar Rate Loans and Base Rate Loans may be outstanding at the same time and, so long as no Default or Event of Default shall have occurred and be continuing, the Borrowers shall pay interest in respect have the option to elect the Type of Loan and the duration of the outstanding unpaid principal amount of initial and any subsequent Interest Periods and to Convert Revolving Loans in accordance with SECTIONS 2.1(c)(i) AND 4.2, as applicable; PROVIDED, HOWEVER, (a) Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; it being understood that, subject to the provisions of this Agreement, the Borrowers may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be outstanding at any one time outstanding Eurodollar Rate Loans and Competitive Bid Loans having more than twelve seven (127) Borrowing Tranches in the aggregate among all of the Loans different Interest Periods, (b) each Eurodollar Rate Loan (including each Conversion into and each Continuation as a Borrowing Tranche to which the Base Eurodollar Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers may not request, convert to, or renew the LIBOR Rate Option for any Loans and the Required Lenders may demand that all existing Borrowing Tranches bearing interest under the LIBOR Rate Option Loan) shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to Loans bearing interest at the Overnight Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced in an Optional amount of $5,000,000 (or the equivalent thereof if in any Alternative Currency) or, subject to if greater than $5,000,000, an integral multiple of $1,000,000 (or the obligation of equivalent thereof if in any Alternative Currency), and (c) no Eurodollar Rate Loan shall have an Interest Period that extends beyond the Borrowers to pay any indemnity under Section 4.10 [Indemnity] in connection with such conversionStated Termination Date. If at any time the designated rate applicable Parent's senior, unsecured, unenhanced Indebtedness ceases to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers in such Optional Currency. Notwithstanding any provisions to the contrary contained in this Agreement or any other Loan Documenthave a Rating, the Borrowers shall not be required entitled to payselect Eurodollar Rate Loans and at the end of any then existing Interest Period for a Eurodollar Rate Loan, and such Loan shall convert to Base Rate Loan. If the Lenders shall Administrative Agent does not be permitted to collect, any amount receive a Borrowing Notice or an Interest Rate Selection Notice giving notice of interest in excess election of the maximum amount duration of interest permitted by applicable Law (“Excess Interest”). If an Interest Period or of Conversion of any Excess Interest is provided for Loan to or determined by Continuation of a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Lenders may have received hereunder shall be, at the option of the Required Lenders, (a) applied as a credit against Eurodollar Rate Loan by the outstanding principal balance time prescribed by SECTIONS 2.1(c)(i) and 4.2, as applicable (x) in the case of Loans denominated in Dollars, the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents respective Borrower shall be deemed to have been and shall be reformed and modified elected to reflect obtain or Convert such reduction; and Loan to (5or Continue such Loan as) the Borrowers shall have no action against a Base Rate Loan until such Borrower notifies the Administrative Agent in accordance with SECTION 4.2 and (y) in the case of Alternative Currency Loans, the provisions of SECTION 2.1(b) shall apply. The Borrowers shall not be entitled to elect to Continue any Loan as or Convert any Lender for any damages arising out Loan into a Eurodollar Rate Loan or a Competitive Bid Loan if a Default or Event of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options])Default shall have occurred and be continuing.
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Interest Rate Options. The Borrowers Borrower shall pay interest in respect of the outstanding unpaid principal amount of (a) the Loans denominated in Dollars as selected by it from the Base Rate Option or LIBOR Euro Rate Option set forth in Section 3.1.1(i) [Revolving Credit Base Rate Option] or Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option], and (b) Optional Currency Loans pursuant below applicable to the LIBOR Rate Option set forth in Section 3.1.1(ii) [Revolving Credit LIBOR Rate Option]; Loans, it being understood that, subject to the provisions of this Agreement, the Borrowers Borrower may select different Interest Rate Options and different Interest Periods to apply simultaneously to the Loans comprising different Borrowing Tranches and may convert to or renew one or more Interest Rate Options with respect to all or any portion of the Loans comprising any Borrowing Tranche; provided that there shall not be at any one time outstanding more than twelve six (126) Borrowing Tranches in the aggregate among all of the Loans (including a Borrowing Tranche to which the Base Rate Option Applies); and provided further that if an Event of Default or Potential Default exists and is continuing, the Borrowers Borrower may not request, convert to, or renew the LIBOR Euro Rate Option for any Loans and the Required Lenders may demand that (i) all existing Borrowing Tranches of Dollar Loans bearing interest under the LIBOR Euro Rate Option shall be converted immediately to the Base Rate Option as to Loans advanced in Dollars and to (ii) all existing Borrowing Tranches of Loans bearing interest at the Overnight Euro Rate plus the Applicable Margin for LIBOR Rate Loans as to any Loans advanced denominated in an Optional CurrencyCurrency shall be prepaid, subject or redenominated into Dollars in the amount of the Dollar Equivalent thereof and converted immediately to the Base Rate Option, subject, in each case, to the obligation of the Borrowers Borrower to pay any indemnity under Section 4.10 5.10 [Indemnity] in connection with such conversion. If at any time the designated rate applicable to any Loan made by any Lender exceeds such Lender’s highest lawful rate, the rate of interest on such Lender’s Loan shall be limited to such Lender’s highest lawful rate. Interest on the principal amount of each Optional Currency Loan shall be paid by the Borrowers Borrower in such Optional Currency. Notwithstanding any provisions to Currency (unless not possible in which case the contrary contained in this Agreement or any other Loan Document, the Borrowers shall not be required to pay, and the Lenders shall not be permitted to collect, any amount of interest in excess of the maximum amount of interest permitted by applicable Law (“Excess Interest”). If any Excess Interest is provided for or determined by a court of competent jurisdiction to have been provided for in this Agreement or in any other Loan Document, then, in such event: (1) the provisions of this subsection shall govern and control; (2) the Borrowers shall not be obligated to pay any Excess Interest; (3) any Excess Interest that the Required Lenders may have received hereunder shall be, at the option permit an alternative form of the Required Lenders, (a) applied as a credit against the outstanding principal balance of the Obligations or accrued and unpaid interest (not to exceed the maximum amount permitted by Law), (b) refunded to the payor thereof, or (c) any combination of the foregoing; (4) the interest rates provided for herein shall be automatically reduced to the maximum lawful rate allowed from time to time under applicable Law, and this Agreement and the other Loan Documents shall be deemed to have been and shall be reformed and modified to reflect such reduction; and (5) the Borrowers shall have no action against the Administrative Agent or any Lender for any damages arising out of the payment or collection of any Excess Interest (other than to enforce this Section 3.1 [Interest Rate Options]payment).
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