Common use of Making of the Loans Clause in Contracts

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 5 contracts

Sources: Credit Agreement (Blue Owl Technology Finance Corp. II), Credit Agreement (Blue Owl Technology Finance Corp. II), Credit Agreement (Owl Rock Technology Finance Corp. II)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three (3) at least one Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date or the Reset Amendment Closing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Versailles Assets LLC, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 3 contracts

Sources: Credit Agreement (Blue Owl Capital Corp), Credit Agreement (Blue Owl Capital Corp), Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least three Business Days prior to the day of the requested Borrowing and (3ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 1,000,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing with respect to Revolving Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 10:00 am (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Revolving Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans shall be irrevocable. (e) Each Lender shall, shall make its Percentage Share of the applicable Requested Amount available to the Administrative Agent in immediately available funds in Dollars at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, . The Administrative Agent will make its Percentage Share of the applicable Requested Amount all such funds so received available to the Borrower in like funds, by disbursing wire transfer of such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that the only Lender is Scotiabank, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent. (f) Unless the Administrative Agent shall have received notice from a Lender prior to the applicable Borrowing Date that such Lender will not make available to the Administrative Agent such ▇▇▇▇▇▇’s Percentage Share of the Requested Amount, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2(e) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the Loan is not funded through an account with applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the Alternate Base Rate. For the avoidance of doubt, any such interest paid by the Borrower shall provide be in lieu of, and not in addition to, interest that would otherwise be payable pursuant to Section 2.5. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the excess of (x) the amount of such interest paid by the Borrower for such period over (y) the interest that would otherwise have accrued with respect to such period under Section 2.5. If such Lender pays its Percentage Share of the Requested Amount to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. The Borrower may prepay, at any time, upon three Business Days written notice to the Administrative Agent when funds are received. (f) The failure Agent, repay in part or full the amount of any Lender Loan that is subject to fund interest hereunder and, notwithstanding anything else in this Agreement to the contrary, such prepayment shall (i) not result in any Loan on a Borrowing Date hereunder shall reduction in the Revolving Commitments at such time, (ii) not relieve be subject to any prepayment or other penalty and (iii) not be required to be applied to any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinLoan.

Appears in 2 contracts

Sources: Credit Agreement (Blue Owl Credit Income Corp.), Credit Agreement (Blue Owl Credit Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., New York City time, three two (32) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment PeriodPeriod with respect to Revolving Loans and no later than the Term Commitment Termination Date with respect to Term Loans. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Blue Owl Technology Income Corp.), Credit Agreement (Blue Owl Technology Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a The Borrowing it shall give the Agents a written notice in substantially the form set forth be made on Exhibit B hereto (eachnotice, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no given not later than 11:00 a.m., A.M. (New York City time, three (3) on the third Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice if the Borrowing consists of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (orEurodollar Rate Loans, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no or not later than 2:00 p.m. 9:00 A.M. (New York City time) on the date that is one Business Day before of the Borrowing if Borrowing consists of Alternate Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof. The notice of the Borrowing (the “Notice of Borrowing”) shall be in writing, in form and substance satisfactory to the Agent, specifying therein the requested (i) date of the related Borrowing, (ii) Type of Loans comprising the Borrowing, (iii) aggregate amount of the Borrowing, which shall not exceed the aggregate amount of the Commitments and (iv) if the Borrowing consists of Eurodollar Rate Loans, initial Interest Period for each such Loan. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender Bank shall, not later than 1:00 p.m. before 11:00 A.M. (New York City time) on each Borrowing Date in respect the date of the Loan to be funded by it hereunderBorrowing, make available for the account of its Percentage Share Applicable Lending Office to the Agent at the Agent’s account, in same day funds, such Bank’s portion of the Borrowing in accordance with Section 2.1 (The Loans). After the Agent’s receipt of such funds and upon fulfillment of the applicable Requested Amount conditions set forth in Section 4 (Conditions to Funding), the Agent will make such funds available to the Borrower by disbursing such electronic transfer of same day funds in Dollars to an account specified by the Borrower’s account. (b) The Notice of Borrowing shall be irrevocable and binding on the Borrower. If the Notice of Borrowing specifies the Borrowing is to be comprised of Eurodollar Rate Loans, the Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in the Notice of Borrowing; provided that if Borrowing the applicable conditions set forth in Section 4 (Conditions to Funding), including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan to be made by such Bank as part of the Borrowing when such Loan, as a result of such failure, is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are receivedmade on such date. (fc) Unless the Agent shall have received written notice from a Bank prior to the time of the Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of the Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of the Borrowing in accordance with clause (a) of this Section 2.2 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay or pay to the Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.6 (Interest) to Loans comprising the Borrowing and (ii) in the case of such Bank, the Federal Funds Rate. If such Bank shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Bank’s Loan as part of the Borrowing for all purposes. (d) The failure of any Lender Bank to fund any make the Loan on a to be made by it as part of the Borrowing Date hereunder shall not relieve any other Lender Bank of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund make its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice Borrowing, but no Bank shall be responsible for the failure of Borrowing as a result of such failure to fund, then, in each such case, if necessary any other Bank to make the Loan to be made by such other Bank on the date of the Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Southern Union Co), Credit Agreement (Panhandle Eastern Pipe Line Co Lp)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least two Business Days prior to the day of the requested Borrowing and (ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) . Each Term Lender with a Term Commitment on the Amendment Date shall fund its entire Term Commitment in effect on the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior Amendment Date pursuant to that certain Amendment No. 1 to Credit Agreement entered into on the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested AmountAmendment Date. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing with respect to Revolving Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Revolving Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans are irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Natixis, New York Branch, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Blue Owl Credit Income Corp.), Credit Agreement (Blue Owl Credit Income Corp.)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR BorrowingAdministrative Agent to each applicable Lender, no for such Borrowing not later than 11:00 a.m., 1:00 p.m. (New York City time, three (3) at least six Business Days prior to the day of the requested Borrowing; provided that, and with respect to a Borrowing occurring on the Closing Date, the Notice of Borrowing shall be (ii1) in the case of an ABR Borrowing, no later than 2:00 pm, received by 6:30 p.m. (New York City time) on the Business Day immediately prior to the Closing Date, two (2) Business Days prior to dated the requested date of any Borrowing. Following receipt the request for the related Borrowing is being made, (3) signed by an Authorized Officer of the Notice of BorrowingBorrower, (4) otherwise be appropriately completed (including an indication by the Administrative Agent shall promptly notify each Lender Borrower of the amount of its Percentage Share of the applicable Requested Amount. Loans proposed to be borrowed) and (b5) irrevocable. Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) . The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 1,000,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitmentsremaining unfunded Commitments hereunder). (d) . Each Notice of a Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan Loans to be funded made by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds (in immediately available funds) in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative U.S. Collateral Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (fc) Unless the U.S. Collateral Agent has been notified that any applicable condition specified in Article III. or otherwise has not been satisfied, the U.S. Collateral Agent will make the funds so received from the Lenders available to the Borrower on the date of each Borrowing not later than 2:30 p.m. (New York City time) at the U.S. Collateral Agent’s address or by deposit to the Collection Account. (d) Unless the Agents and the U.S. Collateral Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the U.S. Collateral Agent such Lender’s Percentage Share of such Borrowing, the Agents and the U.S. Collateral Agent may assume that such Lender has made such Percentage Share available to the U.S. Collateral Agent on the date of such Borrowing in accordance with Section 2.2(b) and the U.S. Collateral Agent may (but shall not be under any obligation to), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such funds available to the U.S. Collateral Agent, such Lender and the Borrower severally agree to repay to the U.S. Collateral Agent forthwith upon demand therefor such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the U.S. Collateral Agent, at (1) in the case of the Borrower, a rate per annum equal to the interest rate applicable to such Borrowing pursuant to Section 2.5 and (2) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the U.S. Collateral Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Loan included in such Borrowing for purposes of this Agreement. The agreement of the Lenders to make Loans hereunder is several and not joint, and the failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, (A) if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding borrowing limit set forth herein; (B) under no circumstances shall the U.S. Collateral Agent be under any obligation to advance its owns funds hereunder; (C) to the extent any Lender, but not all of the Lenders, disburses its Percentage Share of the Requested Amount to the U.S. Collateral Agent pursuant to Section 2.2(b) above, the U.S. Collateral Agent may make such amount available to the Borrower pursuant to this Section 2.2(d) notwithstanding that it is not the full amount of the Requested Amount; and (D) the U.S. Collateral Agent shall notify the Borrower, the Blackstone Asset Based Finance Representative and the Administrative Agent if a Lender fails to disburse its Percentage Share of the Requested Amount but it shall not be under any obligation to take any action against any Lender that fails to so disburse its Percentage Share of the Requested Amount to U.S. Collateral Agent in accordance with Section 2.2(b).

Appears in 2 contracts

Sources: Credit Agreement (HPS Corporate Lending Fund), Credit Agreement (HPS Corporate Lending Fund)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent to each Revolving Lender not later than 11:00 a.m. (New York time), at least (i) for any Borrowing denominated in Dollars, one (1) Business Day prior to the case day of a Term SOFR Borrowingthe requested Borrowing and (ii) for any Borrowing denominated in an Eligible Currency other than Dollars, no later than 11:00 a.m., New York City time, three two (32) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be at least equal to at the least of (i) $250,000, 250,000 CADs or 250,000 Euros and integral multiples of $1,000, 1,000 CADs or 1,000 Euros, as applicable, in excess thereof thereof, (orii) with respect to Eligible Currency Loans not denominated in Dollars, if less, the Foreign Currency Sublimit on such day minus the Foreign Currency Loan Amount and (iii) the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars the applicable Eligible Currency to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Golub Capital Private Credit Fund), Credit Agreement (Golub Capital Private Credit Fund)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least two Business Days prior to the day of the requested Borrowing and (ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) . Each Term Loan Lender with a Term Commitment on the Amendment Date shall fund its entire Term Commitment in effect on the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior Amendment Date pursuant to that certain Amendment No. 1 to Credit Agreement entered into on the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested AmountAmendment Date. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing with respect to Revolving Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Revolving Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans are irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Natixis, New York Branch, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Blue Owl Credit Income Corp.), Credit Agreement (Owl Rock Core Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing Borrowing, it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which the case Borrower shall specify whether the Borrowing shall be a SOFR Loan or a Base Rate Loan, and which Notice of a Term SOFR Borrowing, no Borrowing shall promptly be sent by the Administrative Agent to each Lender not later than 11:00 a.m., 1:00 p.m. (New York City time, ) (i) at least three (3) Business Days prior to the day of the requested Borrowing, Borrowing for a SOFR Loan and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) at least one Business Days Day prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested AmountBorrowing for a Base Rate Loan. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 500,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders Lender and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein. (g) So long as no Event of Default has occurred and is continuing, if the Borrower desires to convert a Base Rate Loan to a SOFR Loan, it shall give the Agents a written notice in substantially the form set forth on Exhibit N hereto (each, a “Conversion Notice”), which Conversion Notice shall promptly be sent by the Administrative Agent to each Lender not later than 1:00 p.m. (New York City time) at least three Business Days prior to the SOFR Conversion Date on which such Base Rate Loan is to be converted into a SOFR Loan.

Appears in 2 contracts

Sources: Amendment No. 1 to Loan Documents (Blue Owl Credit Income Corp.), Credit Agreement (Owl Rock Core Income Corp.)

Making of the Loans. (a) If To request a Borrowing, the Borrower desires shall deliver to request the Administrative Agent a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), signed by a Senior Financial Officer of the Borrower (iprovided that if such Notice of Borrowing is delivered through an Approved Borrower Portal, then the foregoing signature requirement may be waived by the Administrative Agent in its sole discretion) not later than (x) 12:00 noon, New York City time, on the third U.S. Government Securities Business Day prior to the date of the proposed Borrowing in the case of a Term SOFR Borrowing, no later than 11:00 Borrowing or (y) 10:00 a.m., New York City time, three (3) Business Days prior to on the day date of the proposed Borrowing in the case of a Base Rate Borrowing. The Administrative Agent shall give to each Lender prompt notice of its receipt thereof. Each Notice of Borrowing shall specify (i) the requested date of such Borrowing, which shall be a Business Day and the expected Funding Date, (ii) the Type of Loans comprising such Borrowing, which shall be Term SOFR Loans, Base Rate Loans or, if applicable pursuant to Section 2.09, Daily Simple SOFR Loans, (iii) the aggregate amount of such Borrowing, (iv) in the case of an ABR Borrowinga Borrowing consisting of Term SOFR Loans, no later than 2:00 pmthe initial Interest Period for such Borrowing and (v) the location and number of the Borrower’s account (or such other account as shall be specified by the Borrower and reasonably acceptable to the Administrative Agent) to which funds are to be disbursed. Each Lender shall, before 9:00 a.m., New York City time, two on the date of such Borrowing (2) Business Days prior in the case of a Borrowing consisting of Term SOFR Loans), and before 12:00 noon, New York City time, on the date of such Borrowing (in the case of a Base Rate Borrowing), make available for the account of its Applicable Lending Office to the requested date Administrative Agent at the account of any the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, in same day funds, such ▇▇▇▇▇▇’s ratable portion (based on the Lenders’ respective Commitments) of such Borrowing. Following After the Administrative Agent’s receipt of the Notice of Borrowingsuch funds, the Administrative Agent shall promptly notify each Lender will make such funds available to the Borrower at the account designated by the Borrower in such Notice of the amount of its Percentage Share of the applicable Requested AmountBorrowing. (b) Anything in Section 2.02(a) to the contrary notwithstanding, (i) the Borrower may not request Term SOFR Loans for any Borrowing if the obligation of the Lenders to make Term SOFR Loans shall then be suspended pursuant to Section 2.09, and (ii) the Term SOFR Loans may not be outstanding as part of more than twenty separate Borrowings. (c) Each Notice of Borrowing shall be dated irrevocable and binding on the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Borrower; provided that a Notice of Borrowing shall may, at the Borrower’s option, be a Business Day falling during conditioned on the Commitment Period. consummation (cor substantially concurrent consummation) The amount of the Borrowing Acquisition on the date of the requested Borrowing, in each which case the Notice of Borrowing may be withdrawn by the Borrower by e-mail notice to the Administrative Agent if such condition is not satisfied (which must be received by the “Requested Amount”) shall Administrative Agent not later than the time by which the Lenders are required to make available to the Administrative Agent their respective Loans as set forth above). In the case of any Borrowing that the related Notice of Borrowing specifies is to be equal to at least $250,000 and integral multiples comprised of $1,000 in excess thereof (or, if lessTerm SOFR Loans, the aggregate Undrawn CommitmentsBorrower shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any withdrawal of such Notice of Borrowing or any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the conditions set forth in Article III, including, without limitation, any loss (excluding loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Loan to be made by such Lender as part of such Borrowing when such Loan, as a result of such withdrawal or failure, is not made on such date. (d) Each Notice of Borrowing Unless the Administrative Agent shall be revocable by have received notice from a Lender prior to the Borrower only if written notice expected Funding Date that such Lender will not make available to the Administrative Agent such ▇▇▇▇▇▇’s ratable portion (based on the Lenders’ respective Commitments) of such revocation is given Borrowing, the Administrative Agent may assume that such ▇▇▇▇▇▇ has made such portion available to the applicable Lenders Administrative Agent on such date in accordance with Section 2.02(a) and the Administrative Agent (with a copy may, in reliance upon such assumption, make available to the Collateral Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion of any Borrowing available to the Administrative Agent) no later than 2:00 p.m. (New York City time) , such ▇▇▇▇▇▇ agrees to pay to the Administrative Agent on demand such ▇▇▇▇▇▇’s ratable portion of such Borrowing and all reasonable costs and expenses incurred by the Administrative Agent in connection therewith together with interest thereon at the NYFRB Rate for each day from the date that such amount is one Business Day before made available to the Borrower until the date such amount is paid to the Administrative Agent; provided, however, that notwithstanding such obligation, if such Lender fails to so pay, the Borrower covenants and agrees that, without prejudice to any rights the Borrower may have against such Lender, the Borrower shall repay to the Administrative Agent upon demand therefor by the Administrative Agent such ▇▇▇▇▇▇’s ratable portion of such Borrowing and all reasonable costs and expenses incurred by the Administrative Agent in connection therewith together with interest thereon at the rate of interest applicable to such Borrowing, for each day from the date such amount is made available to the Borrower until such amount is repaid to the Administrative Agent. The amount payable to the Administrative Agent hereunder shall be set forth in a certificate delivered by the Administrative Agent to such Lender and the Borrower (which certificate shall contain reasonable details concerning the calculation of the related Borrowingamount payable) and shall be prima facie evidence thereof, in the absence of manifest error. Notices If such Lender shall repay to the Administrative Agent such amount, such amount so repaid shall constitute such Lender’s Loan as part of such Borrowing shall otherwise be irrevocablefor purposes of this Agreement. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any make the Loan on a Borrowing Date hereunder to be made by it shall not relieve any other Lender of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding make its Loan, but the foregoing Commitments of the Lenders are several and no Lender shall be responsible for the failure of any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make the Loan to be made by such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinother Lender.

Appears in 2 contracts

Sources: Asset Sale Term Credit Agreement (Ovintiv Inc.), Credit Agreement (Ovintiv Inc.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., am (New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 11:00 a.m. (New York City time) on the date that is one two (2) Business Day Days before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Owl Rock Technology Finance Corp.), Credit Agreement (Owl Rock Technology Finance Corp.)

Making of the Loans. (a) If the Borrower desires to request a The Borrowing it shall give the Agents a written notice in substantially the form set forth be made on Exhibit B hereto (eachnotice, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no given not later than 11:00 a.m., A.M. (New York City time, three (3) on the third Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice if the Borrowing consists of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (orEurodollar Rate Loans, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no or not later than 2:00 p.m. 9:00 A.M. (New York City time) on the date that is one Business Day before of the Borrowing if Borrowing consists of Alternate Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof. The notice of the Borrowing (the “Notice of Borrowing”) shall be in writing, in form and substance satisfactory to the Agent, specifying therein the requested (i) date of the related Borrowing, (ii) Type of Loans comprising the Borrowing, (iii) aggregate amount of the Borrowing, which shall not exceed the aggregate amount of the Commitments and (iv) if the Borrowing consists of Eurodollar Rate Loans, initial Interest Period for each such Loan. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender Bank shall, not later than 1:00 p.m. before 11:00 A.M. (New York City time) on each Borrowing Date in respect the date of the Loan to be funded by it hereunderBorrowing, make available for the account of its Percentage Share Applicable Lending Office to the Agent at the Agent’s account, in same day funds, such Bank’s portion of the Borrowing in accordance with Section 2.1 (The Loans). After the Agent’s receipt of such funds and upon fulfillment of the applicable Requested Amount conditions set forth in Section 4 (Conditions to Funding), the Agent will make such funds available to the Borrower by disbursing such electronic transfer of same day funds in Dollars to an account specified by the Borrower’s account. (b) The Notice of Borrowing shall be irrevocable and binding on the Borrower. If the Notice of Borrowing specifies the Borrowing is to be comprised of Eurodollar Rate Loans, the Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in the Notice of Borrowing; provided that if Borrowing the applicable conditions set forth in Section 4 (Conditions to Funding), including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan to be made by such Bank as part of the Borrowing when such Loan, as a result of such failure, is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are receivedmade on such date. (fc) Unless the Agent shall have received written notice from a Bank prior to the date of the Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of the Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of the Borrowing in accordance with clause (a) of this Section 2.2 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay or pay to the Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.6 (Interest) to Loans comprising the Borrowing and (ii) in the case of such Bank, the Federal Funds Rate. If such Bank shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Bank’s Loan as part of the Borrowing for all purposes. (d) The failure of any Lender Bank to fund any make the Loan on a to be made by it as part of the Borrowing Date hereunder shall not relieve any other Lender Bank of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund make its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice Borrowing, but no Bank shall be responsible for the failure of Borrowing as a result of such failure to fund, then, in each such case, if necessary any other Bank to make the Loan to be made by such other Bank on the date of the Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Panhandle Eastern Pipe Line Co Lp), Credit Agreement (Southern Union Co)

Making of the Loans. (a) If the Borrower desires to request a The Borrowing it shall give the Agents a written notice in substantially the form set forth be made on Exhibit B hereto (eachirrevocable notice, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no given not later than 11:00 a.m., A.M. (New York City time, three (3) on the third Business Days Day prior to the day date of Borrowing if the requested BorrowingBorrowing consists of Eurodollar Rate Loans, and (ii) in the case of an ABR Borrowing, no or not later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 9:00 A.M. (New York City time) on the date that is one Business Day before of the Borrowing if the Borrowing consists of Alternate Base Rate Loans, by the Borrower to the Administrative Agent, which shall give to each Bank prompt notice thereof. The notice of Borrowing (the “Notice of Borrowing”) shall be in writing, in form and substance satisfactory to the Administrative Agent, specifying therein the requested (i) date of the related Borrowing, (ii) Type of Loans comprising the Borrowing, (iii) aggregate amount of the Borrowing, which shall not exceed the aggregate amount of the Commitments and (iv) if the Borrowing consists of Eurodollar Rate Loans, the initial Interest Period for each such Loan. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender Bank shall, not later than 1:00 p.m. before 11:00 A.M. (New York City time) on each Borrowing Date the date of Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent’s account, in respect same day funds, such Bank’s portion of the Loan to be funded by it hereunder, make its Percentage Share Borrowing in accordance with Section 2.1 (The Loans). After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable Requested Amount conditions set forth in Section 4 (Conditions to Funding), the Administrative Agent will make such funds NEWY1\8114089.7 available to the Borrower by disbursing such electronic transfer of same day funds in Dollars to an account specified by the Borrower’s account. (b) The Notice of Borrowing shall be irrevocable and binding on the Borrower. If the Notice of Borrowing specifies the Borrowing is to be comprised of Eurodollar Rate Loans, the Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in the Notice of Borrowing; provided that if Borrowing the applicable conditions set forth in Section 4 (Conditions to Funding), including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan to be made by such Bank as part of the Borrowing when such Loan, as a result of such failure, is not funded through an account made on such date. (c) Unless the Administrative Agent shall have received written notice from a Bank prior to the date of the Borrowing that such Bank will not make available to the Administrative Agent such Bank’s ratable portion of such Borrowing, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of Borrowing in accordance with clause (a) of this Section 2.2 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Administrative Agent, such Bank and the Borrower shall provide written notice severally agree to repay or pay to the Administrative Agent when funds are receivedforthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.6 (Interest) to Loans comprising the Borrowing and (ii) in the case of such Bank, the Federal Funds Rate. If such Bank shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Bank’s Loan as part of the Borrowing for all purposes. (fd) The failure of any Lender Bank to fund any make the Loan on a to be made by it as part of the Borrowing Date hereunder shall not relieve any other Lender Bank of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund make its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice Borrowing, but no Bank shall be responsible for the failure of Borrowing as a result of such failure to fund, then, in each such case, if necessary any other Bank to make the Loan to be made by such other Bank on the date of the Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 2 contracts

Sources: Credit Agreement (Panhandle Eastern Pipe Line Co Lp), Credit Agreement (Southern Union Co)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three (3) at least one Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date or the Reset Amendment Closing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Versailles Assets LLC, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR BorrowingAdministrative Agent to each Lender, no for such Borrowing not later than 11:00 a.m., 1:00 p.m. (New York City time, three (3) at least two Business Days prior to the day of the requested Borrowing; provided that, and with respect to the Borrowing to be made on the Closing Date, the Notice of Borrowing shall be received by 3:00 p.m. (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) on the Business Days Day immediately prior to the requested date of any BorrowingClosing Date. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) . The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 500,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitmentsremaining unfunded Commitments hereunder). (d) . Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 5:00 p.m. (New York City time) on the date that is one two Business Day Days before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date (including the Closing Date) in respect of the Loan Loans to be funded made by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Collateral Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (fc) Unless the Collateral Agent has been notified that any applicable condition specified in Article III or otherwise has not been satisfied, the Collateral Agent will make the funds so received from the Lenders available to the Borrower on the date of each Borrowing not later than 4:00 p.m. (New York City time) at the Collateral Agent’s address. (d) Unless the Agents shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Collateral Agent such Lender’s Percentage Share of such Borrowing, the Agents may assume that such Lender has made such Percentage Share available to the Collateral Agent on the date of such Borrowing in accordance with subsection (b) of this Section 2.2 and the Collateral Agent may (but shall have no obligation to, until its receipt of good funds), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such funds available to the Collateral Agent, such Lender and the Borrower severally agree to repay to the Collateral Agent forthwith upon demand therefor such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Collateral Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable to such Borrowing pursuant to Section 2.5 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Collateral Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Loan included in such Borrowing for purposes of this Agreement. The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding borrowing limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (FS Energy & Power Fund)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent to each applicable Lender, for such Borrowing not later than: (i) in the case of a Term SOFR Class A-R Borrowing, no later than 11:00 a.m., 12:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested Borrowing, and ; (ii) in the case of an ABR the Class A-T Borrowing, no later than 2:00 pm, 12:00 p.m. (New York City time, two (2) at least three Business Days prior to the day of the Closing Date, unless such notice is waived in writing by the Class A-T Lenders; (iii) in the case of a Swingline Borrowing, 10:00 a.m. (New York City time) on the day of the requested date Swingline Borrowing; and (iv) in the case of any the Class B Borrowing. Following receipt of , 12:00 p.m. (New York City time) at least three Business Days prior to the dated specified by the Borrower in the Notice of Borrowing, Borrowing and approved by the Administrative Agent shall promptly notify each and the Class B Lender of (such date, the amount of its Percentage Share of the applicable Requested Amount. (b) “Class B Borrowing Date”). Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower (or the Collateral Manager on behalf of the Borrower) and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Class or Classes of Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be be: (i) in the case of a Borrowing of Class A-R Loans, a Business Day falling during the Class A-R Commitment Period.; (cii) in the case of a Borrowing of Swingline Loans, any Business Day prior to the Swingline Facility End Date; (iii) in the case of a Borrowing of Class A-T Loans, the Closing Date; and (iv) in the case of a Borrowing of Class B Loans, the Class B Borrowing Date. On the Closing Date, the Borrower shall request a Borrowing of Class A-T Loans in an amount equal to $100,000,000. The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (1) in the case of a Borrowing of Class A-R Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the remaining unfunded Class A-R Commitments hereunder), (2) in the case of a Borrowing of Class A-T Loans, the Total Class A-T Commitment, (3) in the case of a Borrowing of Swingline Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the lesser of (A) the remaining unfunded Class A-R Commitments hereunder and (B) the amount by which the aggregate Undrawn Commitments). principal amount of Swingline Loans outstanding does not exceed $20,000,000) and (d4) in the case of a Borrowing of Class B Loans, the total Class B Commitment. Each Notice of Borrowing (other than any Notice of Borrowing requesting Swingline Loans and corresponding Swingline Refinancing Loans) shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Lender shall, (x) with respect to Class A-R Loans, Class A-T Loans and Class B Loans, not later than 1:00 p.m. (New York City time) on each Borrowing Date (including the Class B Borrowing Date) and (y) with respect to Swingline Loans, not later than 5:00 p.m. (New York City time) on each Borrowing Date, in each case, in respect of the Loan Loans to be funded made by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an the account specified by the Borrower in the Notice of Borrowing; provided that the Swingline Lender shall have no obligation hereunder to make any Swingline Loan if at the Loan time of such Notice of Borrowing (x) one or more of the Class A-R Lenders is a Defaulting Lender or (y) one or more of the Class A-R Lenders (whether or not constituting Approved Lenders or Defaulting Lenders) has announced that it is not funded through obligated (or has disputed, in good faith or otherwise, whether it is obligated) to make additional Class A-R Loans hereunder. (c) Each Notice of Borrowing for a Swingline Loan shall also be deemed to constitute a Notice of Borrowing for Class A-R Loans (such Loans, “Swingline Refinancing Loans”) in the same Requested Amount, but with a Borrowing Date for Class A-R Loans falling on the day (the “Swingline Refinancing Date”) that is two Business Days after the date on which such Swingline Borrowing is made. Notwithstanding anything to the contrary contained herein: (i) each Class A-R Lender hereby agrees to make Class A-R Loans on the relevant Swingline Refinancing Date in an account with amount equal to its Percentage Share of such Requested Amount and, unless such Lender is the Swingline Lender, shall disburse such funds in Dollars to the Collateral Agent for the exclusive benefit of the Swingline Lender; and (ii) the Collateral Agent shall immediately (upon confirmation from the Administrative Agent, ) apply all amounts received from the Borrower shall provide written notice Class A-R Lenders under clause (i) above to the Administrative repayment of the outstanding Swingline Loans by paying the same to the Swingline Lender. If the Swingline Lender is also a Class A-R Lender, it will be deemed to have automatically funded its portion of each Swingline Refinancing Loan on the relevant Swingline Refinancing Date. The obligations of the Class A-R Lenders under clause (c)(i) above and the obligations of the Collateral Agent when funds are receivedunder clause (c)(ii) above shall be absolute and unconditional, shall not be affected by any event or circumstance whatsoever, including the occurrence and continuance of a Default or Event of Default or reduction or termination of the Class A-R Commitments (whether pursuant to Article VI or otherwise), shall be made without any offset, abatement, withholding or reduction whatsoever and shall survive the termination of this Agreement. (fd) The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan Class on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan of such Class without regard to the minimum funding borrowing limit set forth herein. If any Lender shall fail to make any payment required to be made by it pursuant to a Swingline Loan, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent to satisfy such Lender’s obligations to the Administrative Agent until all such unsatisfied obligations are fully paid or (ii) hold any such amounts in a segregated account as cash collateral for, and for application to, any future funding obligations of such Lender under this Agreement, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.

Appears in 1 contract

Sources: Credit Agreement (AB Private Lending Fund)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least three Business Days prior to the day of the requested Borrowing and (3ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 1,000,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. The Requested Amount may not be an amount that would exceed a Lender’s Commitment and as to all Lenders, the total Commitments at such time. (d) Each Notice of Borrowing with respect to Revolving Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 10:00 am (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Revolving Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans shall be irrevocable. (e) Each Lender shall, shall make its Percentage Share of the applicable Requested Amount available to the Administrative Agent in immediately available funds in Dollars at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, . The Administrative Agent will make its Percentage Share of the applicable Requested Amount all such funds so received available to the Borrower in like funds, by disbursing wire transfer of such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that the only Lender is Scotiabank, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent. (f) Unless the Administrative Agent shall have received notice from a Lender prior to the applicable Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Percentage Share of the Requested Amount, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2(e) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the Loan is not funded through an account with applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the Alternate Base Rate. For the avoidance of doubt, any such interest paid by the Borrower shall provide be in lieu of, and not in addition to, interest that would otherwise be payable pursuant to Section 2.5. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the excess of (x) the amount of such interest paid by the Borrower for such period over (y) the interest that would otherwise have accrued with respect to such period under Section 2.5. If such Lender pays its Percentage Share of the Requested Amount to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. The Borrower may prepay, at any time, upon three Business Days written notice to the Administrative Agent when funds are received. (f) The failure Agent, repay in part or full the amount of any Lender Loan that is subject to fund interest hereunder and, notwithstanding anything else in this Agreement to the contrary, such prepayment shall (i) not result in any Loan on a Borrowing Date hereunder shall reduction in the Revolving Commitments at such time, (ii) not relieve be subject to any prepayment or other penalty and (iii) not be required to be applied to any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinLoan.

Appears in 1 contract

Sources: Credit Agreement (Blue Owl Credit Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least onetwo Business Days prior to the day of the requested Borrowing and (ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) . Each Term Loan Lender with a Term Commitment on the Amendment Date shall fund its entire Term Commitment in effect on the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior Amendment Date pursuant to that certain Amendment No. 1 to Credit Agreement entered into on the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested AmountAmendment Date. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). ) and (dii) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice case of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agenta Borrowing of Term Loans, the Borrower shall provide written notice to the Administrative Agent when funds are receivedTotal Term Commitment. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Core Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., am (New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 11:00 a.m. (New York City time) on the date that is one two (2) Business Day Days before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share (or such other percentage as may be agreed among affiliated Lenders) of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Blue Owl Technology Finance Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least one Business Day prior to the day of the requested Borrowing and (ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing with respect to Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans are irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Natixis, New York Branch, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp II)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), ) which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested Borrowing, Borrowing and (ii) in the case of an ABR Borrowing, no to each Term Lender not later than 2:00 pm, p.m. (New York City time, two (2) at least three Business Days prior to the day of the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment PeriodPeriod with respect to Revolving Loans. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 1,000,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. The Requested Amount may not be an amount that would exceed a ▇▇▇▇▇▇’s Commitment and as to all Lenders, the total Commitments at such time. (d) Each Notice of Borrowing with respect to Revolving Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 11:00 am (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Revolving Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans shall be irrevocable. (e) Each Lender shall, shall make its Percentage Share of the applicable Requested Amount available to the Administrative Agent in immediately available funds in Dollars at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, . The Administrative Agent will make its Percentage Share of the applicable Requested Amount all such funds so received available to the Borrower in like funds, by disbursing wire transfer of such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that the only Lender is The Bank of Nova Scotia, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent. (f) Unless the Administrative Agent shall have received notice from a Lender prior to the applicable Borrowing Date that such Lender will not make available to the Administrative Agent such ▇▇▇▇▇▇’s Percentage Share of the Requested Amount, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2(e) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the Loan is not funded through an account with applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the Alternate Base Rate. For the avoidance of doubt, any such interest paid by the Borrower shall provide be in lieu of, and not in addition to, interest that would otherwise be payable pursuant to Section 2.5. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the excess of (x) the amount of such interest paid by the Borrower for such period over (y) the interest that would otherwise have accrued with respect to such period under Section 2.5. If such Lender pays its Percentage Share of the Requested Amount to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. The Borrower may prepay, at any time, upon three Business Days written notice to the Administrative Agent when funds are received. (f) The failure Agent, repay in part or full the amount of any Lender Loan that is subject to fund interest hereunder and, notwithstanding anything else in this Agreement to the contrary, such prepayment shall (i) not result in any Loan on a Borrowing Date hereunder shall reduction in the Commitments at such time, (ii) not relieve be subject to any prepayment or other penalty and (iii) not be required to be applied to any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinLoan.

Appears in 1 contract

Sources: Credit Agreement (Blue Owl Technology Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing Funding it shall give the Agents a written notice in substantially the form set forth on Exhibit B I hereto (each, a "Notice of Borrowing”Funding"), (i) in which Notice of Funding shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 1:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested BorrowingFunding; provided that, with respect to the Funding to be made on the Closing Date, the Notice of Funding shall be sent to each Lender and received by 3:00 p.m. (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) on the Business Days Day immediately prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested AmountClosing Date. (b) Each Notice of Borrowing Funding shall be dated the date the request for the related Borrowing Funding is being made, signed by an Authorized Officer of the Borrower or the Servicer on behalf of the Borrower and otherwise be appropriately completed. The proposed Borrowing Funding Date specified in each Notice of Borrowing Funding shall be (i) in the case of the Term Loans, the Closing Date, and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing Funding requested in each Notice of Borrowing Funding (the "Requested Amount") shall be equal to (i) in the case of a Funding of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments), and (ii) in the case of a Funding of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing Funding shall be revocable by the Borrower or the Servicer on behalf of the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 5:00 p.m. (New York City time) on the date that is one two Business Day Days before the date of the related BorrowingFunding. Notices of Borrowing Funding shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Funding Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower or the Servicer on behalf of the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are receivedFunding. (f) The failure of any Lender to fund any Loan Loans on a Borrowing Funding Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan Loans on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing Funding and the Borrower or the Servicer on behalf of the Borrower provides a new Notice of Borrowing Funding as a result of such failure to fund, then, in each such case, if necessary to make such BorrowingFunding, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Ares Strategic Income Fund)

Making of the Loans. (a) If the Borrower desires to request a Borrowing Funding it shall give the Agents a written notice in substantially the form set forth on Exhibit B I hereto (each, a "Notice of Borrowing”Funding"), (i) in which Notice of Funding shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 1:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested BorrowingFunding; provided that in connection with a Notice of Funding requesting the Funding of 2520% or more of the Total Revolving Commitment, and (ii) in such Notice of Funding shall promptly be sent by the case of an ABR Borrowing, no Administrative Agent to each Revolving Lender not later than 2:00 pm, 1:00 p.m. (New York City time, two (2) at least seveneight Business Days prior to the day of the requested date of any Borrowing. Following receipt of Funding; provided further that, with respect to the Funding to be made on the Closing Date, the Notice of Borrowing, the Administrative Agent Funding shall promptly notify be sent to each Lender of and received by 3:00 p.m. (New York City time) on the amount of its Percentage Share of Business Day immediately prior to the applicable Requested AmountClosing Date. (b) Each Notice of Borrowing Funding shall be dated the date the request for the related Borrowing Funding is being made, signed by an Authorized Officer of the Borrower or the Servicer on behalf of the Borrower and otherwise be appropriately completed. The proposed Borrowing Funding Date specified in each Notice of Borrowing Funding shall be (i) in the case of the Term Loans, the Closing Date, and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing Funding requested in each Notice of Borrowing Funding (the "Requested Amount") shall be equal to (i) in the case of a Funding of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments), and (ii) in the case of a Funding of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing Funding shall be revocable by the Borrower or the Servicer on behalf of the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 5:00 p.m. (New York City time) on the date that is one two Business Day Days before the date of the related BorrowingFunding. Notices of Borrowing Funding shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Ares Strategic Income Fund)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent to each applicable Lender, for such Borrowing not later than: (i) in the case of a Term SOFR Class A-R Borrowing, no later than 11:00 a.m., 5:00 p.m. (New York City time, three (3) at least two Business Days prior to the day of the requested BorrowingBorrowing (such date, and the “Class A-R Borrowing Date”); (ii) in the case of an ABR the Class A-T Borrowing, no later than 2:00 pm, 12:00 p.m. (New York City time, two (2) at least three Business Days prior to the day of the Closing Date, unless such notice is waived in writing by the Class A-T Lenders; and (iii) in the case of a Swingline Borrowing, 10:00 a.m. (New York City time) on the day of the requested date of any Swingline Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower (or the Collateral Manager on behalf of the Borrower) and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Class or Classes of Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be be: (i) in the case of a Borrowing of Class A-R Loans, a Business Day falling during the Class A-R Commitment Period.; (cii) in the case of a Borrowing of Swingline Loans, any Business Day prior to the Swingline Facility End Date; and (iii) in the case of a Borrowing of Class A-T Loans, the Closing Date. On the Closing Date, the Borrower shall request a Borrowing of Class A-T Loans in an amount equal to $25,000,000. The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (1) in the case of a Borrowing of Class A-R Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the remaining unfunded Class A-R Commitments hereunder), (2) in the case of a Borrowing of Class A-T Loans, the Total Class A-T Commitment and (3) in the case of a Borrowing of Swingline Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the lesser of (A) the remaining unfunded Class A-R Commitments hereunder and (B) the amount by which the aggregate Undrawn Commitmentsprincipal amount of Swingline Loans outstanding does not exceed $25,000,000). (d) . Each Notice of Borrowing (other than any Notice of Borrowing requesting Swingline Loans and corresponding Swingline Refinancing Loans) shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Class A-R Lender shall, not later than 1:00 p.m. (New York City time) on each Class A-R Borrowing Date in respect of the Loan to be funded by it hereunderDate, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an the account specified by the Borrower in the Notice of Borrowing; provided that the Swingline Lender shall have no obligation hereunder to make any Swingline Loan if at the Loan time of such Notice of Borrowing (x) one or more of the Class A-R Lenders is a Defaulting Lender or (y) one or more of the Class A-R Lenders (whether or not constituting Approved Lenders or Defaulting Lenders) has announced that it is not funded through obligated (or has disputed, in good faith or otherwise, whether it is obligated) to make additional Class A-R Loans hereunder. (c) Each Notice of Borrowing for a Swingline Loan shall also be deemed to constitute a Notice of Borrowing for Class A-R Loans (such Loans, “Swingline Refinancing Loans”) in the same Requested Amount, but with a Borrowing Date for Class A-R Loans falling on the day (the “Swingline Refinancing Date”) that is two Business Days after the date on which such Swingline Borrowing is made. Notwithstanding anything to the contrary contained herein: (i) each Class A-R Lender hereby agrees to make Class A-R Loans on the relevant Swingline Refinancing Date in an account with amount equal to its Percentage Share of such Requested Amount and, unless such Lender is the Swingline Lender, shall disburse such funds in Dollars to the Collateral Agent for the exclusive benefit of the Swingline Lender; and (ii) the Collateral Agent shall immediately (upon confirmation from the Administrative Agent, ) apply all amounts received from the Borrower shall provide written notice Class A-R Lenders under clause (i) above to the Administrative repayment of the outstanding Swingline Loans by paying the same to the Swingline Lender. If the Swingline Lender is also a Class A-R Lender, it will be deemed to have automatically funded its portion of each Swingline Refinancing Loan on the relevant Swingline Refinancing Date. The obligations of the Class A-R Lenders under clause (c)(i) above and the obligations of the Collateral Agent when funds are receivedunder clause (c)(ii) above shall be absolute and unconditional, shall not be affected by any event or circumstance whatsoever, including the occurrence and continuance of a Default or Event of Default or reduction or termination of the Class A-R Commitments (whether pursuant to Article VI or otherwise), shall be made without any offset, abatement, withholding or reduction whatsoever and shall survive the termination of this Agreement. (fd) The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan Borrowing on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan of such Class without regard to the minimum funding borrowing limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (AB Private Credit Investors Corp)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a "Notice of Borrowing"), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR BorrowingAdministrative Agent to each Lender, no for such Borrowing not later than 11:00 a.m., 5:00 p.m. (New York City time, three (3) at least two Business Days prior to the day of the requested Borrowing; provided that, and with respect to the Borrowing to be made on the Closing Date, the Notice of Borrowing shall be received by 3:00 p.m. (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) on the Business Days Day immediately prior to the requested date of any BorrowingClosing Date. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) . The amount of the Borrowing requested in each Notice of Borrowing (the "Requested Amount") shall be equal to at least $250,000 and integral multiples of $1,000 100 in excess thereof (or, if less, the aggregate Undrawn Commitmentsremaining unfunded Commitments hereunder). (d) . Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date (including the Closing Date) in respect of the Loan Loans to be funded made by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (fc) [Reserved]. (d) The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding borrowing limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Fifth Street Senior Floating Rate Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three (3) at least one Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent to each applicable Lender, for such Borrowing not later than: (i) in the case of a Term SOFR Class A-R Borrowing, no later than 11:00 a.m., 5:00 p.m. (New York City time, three (3) at least two Business Days prior to the day of the requested BorrowingBorrowing (such date, and the “Class A-R Borrowing Date”); (ii) in the case of an ABR the Class A-T Borrowing, no later than 2:00 pm, 12:00 p.m. (New York City time, two (2) at least [three] Business Days prior to the day of the Closing Date, unless such notice is waived in writing by the Class A-T Lenders; and (iii) in the case of a Swingline Borrowing, 10:00 a.m. (New York City time) on the day of the requested date of any Swingline Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower (or the Collateral Manager on behalf of the Borrower) and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Class or Classes of Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be be: (i) in the case of a Borrowing of Class A-R Loans, a Business Day falling during the Class A-R Commitment Period.; (cii) in the case of a Borrowing of Swingline Loans, any Business Day prior to the Swingline Facility End Date; and (iii) in the case of a Borrowing of Class A-T Loans, the Closing Date. On the Closing Date, the Borrower shall request a Borrowing of Class A-T Loans in an amount equal to $50,000,000. The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (1) in the case of a Borrowing of Class A-R Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the remaining unfunded Class A-R Commitments hereunder), (2) in the case of a Borrowing of Class A-T Loans, the Total Class A-T Commitment and (3) in the case of a Borrowing of Swingline Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the lesser of (A) the remaining unfunded Class A-R Commitments hereunder and (B) the amount by which the aggregate Undrawn Commitmentsprincipal amount of Swingline Loans outstanding does not exceed $25,000,000). (d) . Each Notice of Borrowing (other than any Notice of Borrowing requesting Swingline Loans and corresponding Swingline Refinancing Loans) shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Class A-R Lender shall, not later than 1:00 p.m. (New York City time) on each Class A-R Borrowing Date in respect of the Loan to be funded by it hereunderDate, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an the account specified by the Borrower in the Notice of Borrowing; provided that the Swingline Lender shall have no obligation hereunder to make any Swingline Loan if at the Loan time of such Notice of Borrowing (x) one or more of the Class A-R Lenders is a Defaulting Lender or (y) one or more of the Class A-R Lenders (whether or not constituting Approved Lenders or Defaulting Lenders) has announced that it is not funded through obligated (or has disputed, in good faith or otherwise, whether it is obligated) to make additional Class A-R Loans hereunder. (c) Each Notice of Borrowing for a Swingline Loan shall also be deemed to constitute a Notice of Borrowing for Class A-R Loans (such Loans, “Swingline Refinancing Loans”) in the same Requested Amount, but with a Borrowing Date for Class A-R Loans falling on the day (the “Swingline Refinancing Date”) that is two Business Days after the date on which such Swingline Borrowing is made. Notwithstanding anything to the contrary contained herein: (i) each Class A-R Lender hereby agrees to make Class A-R Loans on the relevant Swingline Refinancing Date in an account with amount equal to its Percentage Share of such Requested Amount and, unless such Lender is the Swingline Lender, shall disburse such funds in Dollars to the Collateral Agent for the exclusive benefit of the Swingline Lender; and (ii) the Collateral Agent shall immediately (upon confirmation from the Administrative Agent, ) apply all amounts received from the Borrower shall provide written notice Class A-R Lenders under clause (i) above to the Administrative repayment of the outstanding Swingline Loans by paying the same to the Swingline Lender. If the Swingline Lender is also a Class A-R Lender, it will be deemed to have automatically funded its portion of each Swingline Refinancing Loan on the relevant Swingline Refinancing Date. The obligations of the Class A-R Lenders under clause (c)(i) above and the obligations of the Collateral Agent when funds are receivedunder clause (c)(ii) above shall be absolute and unconditional, shall not be affected by any event or circumstance whatsoever, including the occurrence and continuance of a Default or Event of Default or reduction or termination of the Class A-R Commitments (whether pursuant to Article VI or otherwise), shall be made without any offset, abatement, withholding or reduction whatsoever and shall survive the termination of this Agreement. (fd) The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan Borrowing on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan of such Class without regard to the minimum funding borrowing limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (AB Private Credit Investors Corp)

Making of the Loans. (a) If the Borrower desires to request a The Borrowing it shall give the Agents a written notice in substantially the form set forth be made on Exhibit B hereto (eachnotice, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no given not later than 11:00 a.m., A.M. (New York City time, three (3) on the third Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice if the Borrowing consists of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (orEurodollar Rate Loans, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no or not later than 2:00 p.m. 9:00 A.M. (New York City time) on the date that is one Business Day before of the Borrowing if the Borrowing consists of Alternate Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof. The notice of the Borrowing, substantially in the form attached hereto as Exhibit B (the “Notice of Borrowing”), shall be in writing, specifying therein the requested (i) date of the related Borrowing, (ii) Type of Loans comprising the Borrowing, (iii) aggregate amount of the Borrowing, which shall not exceed the aggregate amount of the Commitments, and (iv) if the Borrowing consists of Eurodollar Rate Loans, the initial Rate Period for each such Loan. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender Bank shall, not later than 1:00 p.m. before 11:00 A.M. (New York City time) on each Borrowing Date in respect the date of the Loan to be funded by it hereunderBorrowing, make available for the account of its Percentage Share Applicable Lending Office to the Agent at the Agent’s account, in same day funds, such Bank’s portion of the Borrowing in accordance with Section 2.1. After the Agent’s receipt of such funds and upon fulfillment of the applicable Requested Amount conditions set forth in Section 8, the Agent will make such funds available to the Borrower by disbursing such electronic transfer of same day funds in Dollars to an account specified by the Borrower’s account. (b) The Notice of Borrowing shall be irrevocable and binding on the Borrower. If the Notice of Borrowing specifies the Borrowing is to be comprised of Eurodollar Rate Loans, the Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in the Notice of Borrowing; provided that if Borrowing the applicable conditions set forth in Section 8, including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan to be made by such Bank as part of the Borrowing when such Loan, as a result of such failure, is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are receivedmade on such date. (fc) Unless the Agent shall have received written notice from a Bank prior to the date of the Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of the Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of the Borrowing in accordance with clause (a) of this Section 2.2 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay or pay to the Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.6 to Loans comprising the Borrowing and (ii) in the case of such Bank, the Federal Funds Rate. If such Bank shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Bank’s Loan as part of the Borrowing for all purposes. (d) The failure of any Lender Bank to fund any make the Loan on a to be made by it as part of the Borrowing Date hereunder shall not relieve any other Lender Bank of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund make its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice Borrowing, but no Bank shall be responsible for the failure of Borrowing as a result of such failure to fund, then, in each such case, if necessary any other Bank to make the Loan to be made by such other Bank on the date of the Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Southern Union Co)

Making of the Loans. (a) If the any Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a "Notice of Borrowing"), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three ) on the Business Day prior to the day of the requested Borrowing and (3ii) to each Term Lender not later than 2:00 p.m. (New York City time) on the Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the applicable Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the "Requested Amount") shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 500,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing with respect to Revolving Loans and Term Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, shall make its Percentage Share of the applicable Requested Amount available to the Administrative Agent in immediately available funds in Dollars at the Administrative Agent's Office not later than 1:00 p.m. 12:00 noon (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, . The Administrative Agent will make its Percentage Share of the applicable Requested Amount all such funds so received available to the applicable Borrower in like funds, by disbursing wire transfer of such funds in Dollars to an account specified by the such Borrower in the Notice of Borrowing; provided provided, in the event that the only Lender is Scotiabank, the Lender shall make the applicable funds 79 available directly to such Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent. (f) Unless the Administrative Agent shall have received notice from a Lender prior to the applicable Borrowing Date that such Lender will not make available to the Administrative Agent such ▇▇▇▇▇▇'s Percentage Share of the Requested Amount, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2(e) and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the Loan is not funded through an account with applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrowers severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrowers, the Alternate Base Rate. For the avoidance of doubt, any such interest paid by the Borrowers shall provide be in lieu of, and not in addition to, interest that would otherwise be payable pursuant to Section 2.5. If the Borrowers and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers the excess of (x) the amount of such interest paid by the Borrowers for such period over (y) the interest that would otherwise have accrued with respect to such period under Section 2.5. If such Lender pays its Percentage Share of the Requested Amount to the Administrative Agent, then the amount so paid shall constitute such Lender's Loan included in such Borrowing. Any payment by the Borrowers shall be without prejudice to any claim the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent. The Borrowers may prepay, at any time, upon three Business Days written notice to the Administrative Agent when funds are received. (f) The failure Agent, repay in part or full the amount of any Lender Loan that is subject to fund interest hereunder and, notwithstanding anything else in this Agreement to the contrary, such prepayment shall (i) not result in any Loan on a Borrowing Date hereunder shall reduction in the Revolving Commitments at such time, (ii) not relieve be subject to any prepayment or other penalty and (iii) not be required to be applied to any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinLoan.

Appears in 1 contract

Sources: Credit Agreement (Nuveen Churchill Private Capital Income Fund)

Making of the Loans. (a) If the The Borrower desires to request a Borrowing it shall give the Agents a Administrative Agent prior written notice notice, in substantially the form set forth on of Exhibit B C hereto or such other form approved by the Administrative Agent (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no not later than 2:00 p.m. (New York City time) on the date that which is one two (2) Business Day before Days prior to the date of the related Borrowingproposed borrowing of the Loans (or on the date which is one (1) Business Day prior to the Effective Date for Loans made on the Effective Date and otherwise such shorter period as the Administrative Agent is willing to accommodate from time to time). Notices Such Notice of Borrowing shall otherwise be irrevocable. irrevocable and shall specify (ei) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect the principal amount of the Loan proposed Loans, (ii) the Borrower’s wiring instructions and (iii) the proposed borrowing date. The Administrative Agent and the Lenders may act without liability upon the basis of written or telecopied notice believed by the Administrative Agent in good faith to be funded by it hereunder, make its Percentage Share from an Authorized Officer of the applicable Requested Amount available Borrower. The Administrative Agent and each Lender shall be entitled to rely conclusively on any Authorized Officer’s authority to request a Loan on behalf of the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with until the Administrative Agent, the Borrower shall provide Agent receives written notice to the contrary. The Administrative Agent when funds are receivedand the Lenders shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing. (fb) The failure [Reserved]. (c) Except as otherwise provided in this Section 2.02(c), all Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their Pro Rata Shares of the Total Commitment, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligations to make a Loan requested hereunder, nor shall the Commitment of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing be increased or decreased as a result of such failure to fund, then, the default by any other Lender in each such case, if necessary that other Lender’s obligation to make such Borrowinga Loan requested hereunder, the Borrower and each Lender shall be permitted a single additional Loan without regard obligated to make the minimum funding limit set forth hereinLoans required to be made by it by the terms of this Agreement regardless of the failure by any other Lender.

Appears in 1 contract

Sources: Superpriority Secured Debtor in Possession Credit Agreement (Appgate, Inc.)

Making of the Loans. (a) Section 2.2.1 If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a "Notice of Borrowing"), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three ) on the Business Day prior to the day of the requested Borrowing and (3ii) to each Term Lender not later than 2:00 p.m. (New York City time) on the Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Section 2.2.2 Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) Section 2.2.3 The amount of the Borrowing requested in each Notice of Borrowing (the "Requested Amount") shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 500,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Section 2.2.4 Each Notice of Borrowing with respect to Revolving Loans and Term Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Section 2.2.5 Each Lender shall, shall make its Percentage Share of the applicable Requested Amount available to the Administrative Agent in immediately available funds in Dollars at the Administrative Agent's Office not later than 1:00 p.m. 12:00 noon (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, . The Administrative Agent will make its Percentage Share of the applicable Requested Amount all such funds so received available to the Borrower in like funds, by disbursing wire transfer of such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that the only Lender is Scotiabank, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent. Section 2.2.6 Unless the Administrative Agent shall have received notice from a Lender prior to the applicable Borrowing Date that such Lender will not make available to the Administrative Agent such ▇▇▇▇▇▇'s Percentage Share of the Requested Amount, the Administrative Agent may assume that such ▇▇▇▇▇▇ has made such share available on such date in accordance with Section 2.2(e) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the Loan is not funded through an account with applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the Alternate Base Rate. For the avoidance of doubt, any such interest paid by the Borrower shall provide be in lieu of, and not in addition to, interest that would otherwise be payable pursuant to Section 2.5. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the excess of (x) the amount of such interest paid by the Borrower for such period over (y) the interest that would otherwise have accrued with respect to such period under Section 2.5. If such Lender pays its Percentage Share of the Requested Amount to the Administrative Agent, then the amount so paid shall constitute such Lender's Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. The Borrower may prepay, at any time, upon three Business Days written notice to the Administrative Agent when funds are received. (f) The failure Agent, repay in part or full the amount of any Lender Loan that is subject to fund interest hereunder and, notwithstanding anything else in this Agreement to the contrary, such prepayment shall (i) not result in any Loan on a Borrowing Date hereunder shall reduction in the Revolving Commitments at such time, (ii) not relieve be subject to any prepayment or other penalty and (iii) not be required to be applied to any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinLoan.

Appears in 1 contract

Sources: Credit Agreement (Nuveen Churchill Private Capital Income Fund)

Making of the Loans. (a) If The initial Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the Borrower desires third Business Day prior to request a the date of such Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR BorrowingBorrowing consisting of Eurodollar Rate Loans, no or not later than 11:00 a.m., New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 9:00 A.M. (New York City time) on the date that is one Business Day before of such Borrowing in the case of a Borrowing consisting of Alternate Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof. The notice of the initial Borrowing (the “Notice of Borrowing”) shall be in writing, in form and substance satisfactory to the Agent, specifying therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing, which shall not exceed the related Borrowingaggregate amount of the Commitments and (iv) in the case of a Borrowing consisting of Eurodollar Rate Loans, initial Interest Period for each such Loan. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender Bank shall, not later than 1:00 p.m. before 11:00 A.M. (New York City time) on each Borrowing Date in respect the date of the Loan to be funded by it hereundersuch Borrowing, make available for the account of its Percentage Share Applicable Lending Office to the Agent at the Agent’s account, in same day funds, such Bank’s portion of such Borrowing in accordance with Section 2.1 (The Loans). After the Agent’s receipt of such funds and upon fulfillment of the applicable Requested Amount conditions set forth in Section 4 (Conditions to Funding), the Agent will make such funds available to the Borrower by disbursing such electronic transfer of same day funds in Dollars to an account specified by the Borrower’s account. (b) The Notice of Borrowing shall be irrevocable and binding on the Borrower. If the Notice of Borrowing specifies the initial Borrowing is to be comprised of Eurodollar Rate Loans, the Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in the Notice of Borrowing; provided that if Borrowing the applicable conditions set forth in Section 4 (Conditions to Funding), including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan to be made by such Bank as part of such Borrowing when such Loan, as a result of such failure, is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are receivedmade on such date. (fc) Unless the Agent shall have received written notice from a Bank prior to the date of the initial Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with clause (a) of this Section 2.2 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay or pay to the Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.6 (Interest) to Loans comprising such Borrowing and (ii) in the case of such Bank, the Federal Funds Rate. If such Bank shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Bank’s Loan as part of such Borrowing for all purposes. (d) The failure of any Lender Bank to fund any make the Loan on a to be made by it as part of the initial Borrowing Date hereunder shall not relieve any other Lender Bank of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund make its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower but no Bank shall be permitted a single additional responsible for the failure of any other Bank to make the Loan without regard to be made by such other Bank on the minimum funding limit set forth hereindate of such Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Southern Union Co)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (x) for any Borrowing denominated in Dollars, (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing; and (y) for any Borrowing denominated in an Eligible Currency other than Dollars, no later than 11:00 a.m., New York City time, two (2) Business Days prior to the day of the requested Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at atthe least of (i) 250,000 CADs, $250,000, 250,000 GBPs or 250,000 Euros and integral multiples of 1,000 CADs, $1,000, 1,000 GBPs or 1,000 Euros, as applicable, in excess thereof thereof, (or, if less,ii) with respect to Multicurrency Loans, the Foreign Currency Sublimit on such day minus the Foreign Currency Loan Amount and (iii) the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars Dollarsthe applicable Eligible Currency to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Blue Owl Technology Finance Corp. II)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent to each applicable Lender, for such Borrowing not later than: (i) in the case of a Term SOFR Class A-R Borrowing, no later than 11:00 a.m., 12:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested Borrowing, and ; (ii) in the case of an ABR the Class A-T Borrowing, no later than 2:00 pm, 12:00 p.m. (New York City time, two (2) at least three Business Days prior to the day of the Closing Date or the Amendment Date, as applicable, unless such notice is waived in writing by the Class A-T Lenders; (iii) in the case of a Swingline Borrowing, 10:00 a.m. (New York City time) on the day of the requested date Swingline Borrowing; and (iv) in the case of any the Class B Borrowing. Following receipt of , 12:00 p.m. (New York City time) at least three Business Days prior to the dated specified by the Borrower in the Notice of Borrowing, Borrowing and approved by the Administrative Agent shall promptly notify each and the Class B Lender of (such date, the amount of its Percentage Share of the applicable Requested Amount. (b) “Class B Borrowing Date”). Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower (or the Collateral Manager on behalf of the Borrower) and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Class or Classes of Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be be: (i) in the case of a Borrowing of Class A-R Loans, a Business Day falling during the Class A-R Commitment Period.; (cii) in the case of a Borrowing of Swingline Loans, any Business Day prior to the Swingline Facility End Date; (iii) in the case of a Borrowing of Class A-T Loans, the Closing Date or the Amendment Date, as applicable; and (iv) in the case of a Borrowing of Class B Loans, the Class B Borrowing Date. On the Closing Date, the Borrower shall request a Borrowing of Class A-T Loans in an amount equal to $100,000,000. On the Amendment Date, the Borrower shall request a Borrowing of Class A-T Loans in an amount equal to $10,000,000. The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (1) in the case of a Borrowing of Class A-R Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the remaining unfunded Class A-R Commitments hereunder), (2) in the case of a Borrowing of Class A-T Loans, the Total Class A-T Commitment(x) $100,000,000 on the Closing Date and (y) $10,000,000 on the Amendment Date, (3) in the case of a Borrowing of Swingline Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the lesser of (A) the remaining unfunded Class A-R Commitments hereunder and (B) the amount by which the aggregate Undrawn Commitments). principal amount of Swingline Loans outstanding does not exceed $20,000,000) and (d4) in the case of a Borrowing of Class B Loans, the total Class B Commitment. Each Notice of Borrowing (other than any Notice of Borrowing requesting Swingline Loans and corresponding Swingline Refinancing Loans) shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Lender shall, (x) with respect to Class A-R Loans, Class A-T Loans and Class B Loans, not later than 1:00 p.m. (New York City time) on each Borrowing Date (including the Class B Borrowing Date) and (y) with respect to Swingline Loans, not later than 5:00 p.m. (New York City time) on each Borrowing Date, in each case, in respect of the Loan Loans to be funded made by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an the account specified by the Borrower in the Notice of Borrowing; provided that the Swingline Lender shall have no obligation hereunder to make any Swingline Loan if at the Loan time of such Notice of Borrowing (x) one or more of the Class A-R Lenders is a Defaulting Lender or (y) one or more of the Class A-R Lenders (whether or not constituting Approved Lenders or Defaulting Lenders) has announced that it is not funded through obligated (or has disputed, in good faith or otherwise, whether it is obligated) to make additional Class A-R Loans hereunder. (c) Each Notice of Borrowing for a Swingline Loan shall also be deemed to constitute a Notice of Borrowing for Class A-R Loans (such Loans, “Swingline Refinancing Loans”) in the same Requested Amount, but with a Borrowing Date for Class A-R Loans falling on the day (the “Swingline Refinancing Date”) that is two Business Days after the date on which such Swingline Borrowing is made. Notwithstanding anything to the contrary contained herein: (i) each Class A-R Lender hereby agrees to make Class A-R Loans on the relevant Swingline Refinancing Date in an account with amount equal to its Percentage Share of such Requested Amount and, unless such Lender is the Swingline Lender, shall disburse such funds in Dollars to the Collateral Agent for the exclusive benefit of the Swingline Lender; and (ii) the Collateral Agent shall immediately (upon confirmation from the Administrative Agent, ) apply all amounts received from the Borrower shall provide written notice Class A-R Lenders under clause (i) above to the Administrative repayment of the outstanding Swingline Loans by paying the same to the Swingline Lender. If the Swingline Lender is also a Class A-R Lender, it will be deemed to have automatically funded its portion of each Swingline Refinancing Loan on the relevant Swingline Refinancing Date. The obligations of the Class A-R Lenders under clause (c)(i) above and the obligations of the Collateral Agent when funds are receivedunder clause (c)(ii) above shall be absolute and unconditional, shall not be affected by any event or circumstance whatsoever, including the occurrence and continuance of a Default or Event of Default or reduction or termination of the Class A-R Commitments (whether pursuant to Article VI or otherwise), shall be made without any offset, abatement, withholding or reduction whatsoever and shall survive the termination of this Agreement. (fd) The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan Class on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan of such Class without regard to the minimum funding borrowing limit set forth herein. If any Lender shall fail to make any payment required to be made by it pursuant to a Swingline Loan, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent to satisfy such Lender’s obligations to the Administrative Agent until all such unsatisfied obligations are fully paid or (ii) hold any such amounts in a segregated account as cash collateral for, and for application to, any future funding obligations of such Lender under this Agreement, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.

Appears in 1 contract

Sources: Credit Agreement (AB Private Lending Fund)

Making of the Loans. (a) If the Borrower desires to request make a Borrowing under this Agreement it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a "Notice of Borrowing"), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR BorrowingAdministrative Agent to each Lender, no for such Borrowing not later than 11:00 a.m., 5:00 p.m. (New York City time, three (3) at least two Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be substantially in the form of Exhibit B hereto, dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completedcompleted (including an indication by the Borrower of the Loans proposed to be borrowed). The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during on or prior to the end of the Class A-R Commitment Period. (c) . The amount of the Borrowing requested in each Notice of Borrowing (the "Requested Amount") shall be equal to at least $250,000 and integral multiples of $1,000 100 in excess thereof (or, if less, the aggregate Undrawn Commitmentsremaining unfunded Class A-R Commitments hereunder). (d) . Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (eb) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan Loans to be funded made by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (fc) [Reserved]. (d) The failure of any Lender to fund make any Loan on a date of Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any make a Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding borrowing limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Fifth Street Senior Floating Rate Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three (3) at least one Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date or the Amendment Closing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral 726098183 44 730008998.8 17559657 44 multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Versailles Assets LLC, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent (i) in the case of a Term SOFR Borrowing, no to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least one Business Day prior to the day of the requested Borrowing and (ii) to each Term Lender not later than 2:00 p.m. (New York City time) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing with respect to Revolving Loans shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing with respect to Revolving Loans shall otherwise be irrevocable. Notices of Borrowing with respect to Term Loans are irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Natixis, New York Branch, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Core Income Corp.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), which Notice of Borrowing shall promptly be sent by the Administrative Agent to each Revolving Lender not later than (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., New York City time, at least three (3) Business Day prior to the day of the requested Borrowing, (ii) an ABR Borrowing, 2:00 p.m. (New York City time) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If the Borrower desires to request a Borrowing Funding it shall give the Agents a written notice in substantially the form set forth on Exhibit B I hereto (each, a "Notice of Borrowing”Funding"), (i) in which Notice of Funding shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 1:00 p.m. (New York City time, ) at least three (3) Business Days prior to the day of the requested BorrowingFunding; provided that in connection with a Notice of Funding requesting the Funding of 25% or more of the Total Revolving Commitment, and (ii) in such Notice of Funding shall promptly be sent by the case of an ABR Borrowing, no Administrative Agent to each Revolving Lender not later than 2:00 pm, 1:00 p.m. (New York City time, two (2) at least seven Business Days prior to the day of the requested date of any Borrowing. Following receipt of Funding; provided further that, with respect to the Funding to be made on the Closing Date, the Notice of Borrowing, the Administrative Agent Funding shall promptly notify be sent to each Lender of and received by 3:00 p.m. (New York City time) on the amount of its Percentage Share of Business Day immediately prior to the applicable Requested AmountClosing Date. (b) Each Notice of Borrowing Funding shall be dated the date the request for the related Borrowing Funding is being made, signed by an Authorized Officer of the Borrower or the Servicer on behalf of the Borrower and otherwise be appropriately completed. The proposed Borrowing Funding Date specified in each Notice of Borrowing Funding shall be (i) in the case of the Term Loans, the Closing Date, and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing Funding requested in each Notice of Borrowing Funding (the "Requested Amount") shall be equal to (i) in the case of a Funding of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments), and (ii) in the case of a Funding of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing Funding shall be revocable by the Borrower or the Servicer on behalf of the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 5:00 p.m. (New York City time) on the date that is one two Business Day Days before the date of the related BorrowingFunding. Notices of Borrowing Funding shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Funding Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower or the Servicer on behalf of the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice Funding but only to the Administrative Agent when funds are receivedextent that its Percentage Share of the applicable Requested Amount does not exceed its Undrawn Commitment. For the avoidance of doubt, under no circumstances shall a Revolving Lender be required to fund Revolving Loans in excess of such Revolving ▇▇▇▇▇▇'s Revolving Commitment. (f) The failure of any Lender to fund any Loan Loans on a Borrowing Funding Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan Loans on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing Funding and the Borrower or the Servicer on behalf of the Borrower provides a new Notice of Borrowing Funding as a result of such failure to fund, then, in each such case, if necessary to make such BorrowingFunding, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Ares Strategic Income Fund)

Making of the Loans. (a) If Each Borrowing shall be made on notice, given not later than (x) 12:00 noon, New York City time, on the Borrower desires third U.S. Government Securities Business Day prior to request a the date of the proposed Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 Borrowing or (y) 10:00 a.m., New York City time, three (3) Business Days prior on the date of the proposed Borrowing in the case of a Base Rate Borrowing, by the Borrower to the day Administrative Agent, which shall give to each Lender prompt notice thereof. Each such notice of a Borrowing (a “Notice of Borrowing”) shall be in writing (or by telephone, if confirmed immediately in writing) in substantially the form of Exhibit D hereto, specifying therein (i) the requested date of such Borrowing, which shall be a Business Day and the expected Funding Date, (ii) the Type of Loans comprising such Borrowing, (iii) the aggregate amount of such Borrowing, (iv) in the case of an ABR Borrowinga Borrowing consisting of Term SOFR Loans, no later than 2:00 pmthe initial Interest Period for such Borrowing and (v) the location and number of the Borrower’s account (or such other account as shall be specified by the Borrower and reasonably acceptable to the Administrative Agent) to which funds are to be disbursed. Each Lender shall, before 9:00 a.m., New York City time, two on the date of such Borrowing (2) Business Days prior in the case of a Borrowing consisting of Term SOFR Loans), and before 12:00 noon, New York City time, on the date of such Borrowing (in the case of a Base Rate Borrowing), make available for the account of its Applicable Lending Office to the requested date Administrative Agent at the account of any the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, in same day funds, such ▇▇▇▇▇▇’s ratable portion (based on the Lenders’ respective Commitments) of such Borrowing. Following After the Administrative Agent’s receipt of the Notice of Borrowingsuch funds, the Administrative Agent shall promptly notify each Lender will make such funds available to the Borrower at the account designated by the Borrower in such Notice of the amount of its Percentage Share of the applicable Requested AmountBorrowing. (b) Anything in Section 2.02(a) to the contrary notwithstanding, (i) the Borrower may not request Term SOFR Loans for any Borrowing if the obligation of the Lenders to make Term SOFR Loans shall then be suspended pursuant to Section 2.09, and (ii) the Term SOFR Loans may not be outstanding as part of more than twenty separate Borrowings. (c) Each Notice of Borrowing shall be dated irrevocable and binding on the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Borrower; provided that a Notice of Borrowing shall may, at the Borrower’s option, be a Business Day falling during conditioned on the Commitment Period. consummation (cor substantially concurrent consummation) The amount of the Borrowing Permian Acquisition on the date of the requested Borrowing, in each which case the Notice of Borrowing may be withdrawn by the Borrower by e-mail notice to the Administrative Agent if such condition is not satisfied (which must be received by the “Requested Amount”) shall Administrative Agent not later than the time by which the Lenders are required to make available to the Administrative Agent their respective Loans as set forth above). In the case of any Borrowing that the related Notice of Borrowing specifies is to be equal to at least $250,000 and integral multiples comprised of $1,000 in excess thereof (or, if lessTerm SOFR Loans, the aggregate Undrawn CommitmentsBorrower shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any withdrawal of such Notice of Borrowing or any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the conditions set forth in Article III, including, without limitation, any loss (excluding loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Loan to be made by such Lender as part of such Borrowing when such Loan, as a result of such withdrawal or failure, is not made on such date. (d) Each Notice of Borrowing Unless the Administrative Agent shall be revocable by have received notice from a Lender prior to the Borrower only if written notice expected Funding Date that such Lender will not make available to the Administrative Agent such ▇▇▇▇▇▇’s ratable portion (based on the Lenders’ respective Commitments) of such revocation is given Borrowing, the Administrative Agent may assume that such ▇▇▇▇▇▇ has made such portion available to the applicable Lenders Administrative Agent on such date in accordance with Section 2.02(a) and the Administrative Agent (with a copy may, in reliance upon such assumption, make available to the Collateral Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion of any Borrowing available to the Administrative Agent) no later than 2:00 p.m. (New York City time) , such ▇▇▇▇▇▇ agrees to pay to the Administrative Agent on demand such ▇▇▇▇▇▇’s ratable portion of such Borrowing and all reasonable costs and expenses incurred by the Administrative Agent in connection therewith together with interest thereon at the NYFRB Rate for each day from the date that such amount is one Business Day before made available to the Borrower until the date such amount is paid to the Administrative Agent; provided, however, that notwithstanding such obligation, if such Lender fails to so pay, the Borrower covenants and agrees that, without prejudice to any rights the Borrower may have against such Lender, the Borrower shall repay to the Administrative Agent upon demand therefor by the Administrative Agent such ▇▇▇▇▇▇’s ratable portion of such Borrowing and all reasonable costs and expenses incurred by the Administrative Agent in connection therewith together with interest thereon at the rate of interest applicable to such Borrowing, for each day from the date such amount is made available to the Borrower until such amount is repaid to the Administrative Agent. The amount payable to the Administrative Agent hereunder shall be set forth in a certificate delivered by the Administrative Agent to such Lender and the Borrower (which certificate shall contain reasonable details concerning the calculation of the related Borrowingamount payable) and shall be prima facie evidence thereof, in the absence of manifest error. Notices If such Lender shall repay to the Administrative Agent such amount, such amount so repaid shall constitute such Lender’s Loan as part of such Borrowing shall otherwise be irrevocablefor purposes of this Agreement. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any make the Loan on a Borrowing Date hereunder to be made by it shall not relieve any other Lender of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding make its Loan, but the foregoing Commitments of the Lenders are several and no Lender shall be responsible for the failure of any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make the Loan to be made by such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth hereinother Lender.

Appears in 1 contract

Sources: Term Credit Agreement (Ovintiv Inc.)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three (3) at least one Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Natixis, New York Branch, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp II)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in which Notice of Borrowing shall promptly be sent by the case of a Term SOFR Borrowing, no Administrative Agent to each Revolving Lender not later than 11:00 a.m., 2:00 p.m. (New York City time, three (3) at least one Business Days Day prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be (i) in the case of the Term Loans, the Initial Borrowing Date and (ii) in the case of the Revolving Loans, a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to (i) in the case of a Borrowing of Revolving Loans, at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments)) and (ii) in the case of a Borrowing of Term Loans, the Total Term Commitment. (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Revolving Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Revolving Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided provided, in the event that if the Loan only Lender is not funded through an account Versailles Assets LLC, the Lender shall make the applicable funds available directly to the Borrower in accordance with such timeframe unless otherwise directed by the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Revolving Lender shall have failed to fund its Percentage Share of a previously requested Revolving Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Revolving Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Capital Corp)

Making of the Loans. (a) If The initial Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the Borrower desires third Business Day prior to request a the date of such Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR BorrowingBorrowing consisting of Eurodollar Rate Loans, no or not later than 11:00 a.m., New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. 9:00 A.M. (New York City time) on the date that is one Business Day before of such Borrowing in the case of a Borrowing consisting of Alternate Base Rate Loans, by the Borrower to the Agent, which shall give to each Bank prompt notice thereof. The notice of the initial Borrowing (the "NOTICE OF BORROWING") shall be in writing, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing, which shall not exceed the related Borrowingaggregate amount of the Commitments and (iv) in the case of a Borrowing consisting of Eurodollar Rate Loans, initial Interest Period for each such Loan. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender Bank shall, not later than 1:00 p.m. before 11:00 A.M. (New York City time) on each Borrowing Date in respect the date of the Loan to be funded by it hereundersuch Borrowing, make available for the account of its Percentage Share Applicable Lending Office to the Agent at the Agent's account, in same day funds, such Bank's portion of such Borrowing in accordance with Section 2.1 (The Loans). After the Agent's receipt of such funds and upon fulfillment of the applicable Requested Amount conditions set forth in Section 4 (Conditions to Funding), the Agent will make such funds available to the Borrower by disbursing such electronic transfer of same day funds in Dollars to an account specified by the Borrower's account. (b) The Notice of Borrowing shall be irrevocable and binding on the Borrower. If the Notice of Borrowing specifies the initial Borrowing is to be comprised of Eurodollar Rate Loans, the Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in the Notice of Borrowing; provided that if Borrowing the applicable conditions set forth in Section 4 (Conditions to Funding), including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan to be made by such Bank as part of such Borrowing when such Loan, as a result of such failure, is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are receivedmade on such date. (fc) Unless the Agent shall have received written notice from a Bank prior to the date of the initial Borrowing that such Bank will not make available to the Agent such Bank's ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with clause (a) of this Section 2.2 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay or pay to the Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.6 (Interest) to Loans comprising such Borrowing and (ii) in the case of such Bank, the Federal Funds Rate. If such Bank shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Bank's Loan as part of such Borrowing for all purposes. (d) The failure of any Lender Bank to fund any make the Loan on a to be made by it as part of the initial Borrowing Date hereunder shall not relieve any other Lender Bank of any obligation its obligation, if any, hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund make its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower but no Bank shall be permitted a single additional responsible for the failure of any other Bank to make the Loan without regard to be made by such other Bank on the minimum funding limit set forth hereindate of such Borrowing.

Appears in 1 contract

Sources: Credit Agreement (Panhandle Eastern Pipe Line Co Lp)

Making of the Loans. (a) If the Borrower desires to request a Borrowing it shall give the Agents a written notice in substantially the form set forth on Exhibit B hereto (each, a “Notice of Borrowing”), (i) in the case of a Term SOFR Borrowing, no later than 11:00 a.m., 2:00 pm (New York City time, three (3) Business Days prior to the day of the requested Borrowing, and (ii) in the case of an ABR Borrowing, no later than 2:00 pm, New York City time, two (2) Business Days prior to the requested date of any Borrowing. Following receipt of the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage Share of the applicable Requested Amount. (b) Each Notice of Borrowing shall be dated the date the request for the related Borrowing is being made, signed by an Authorized Officer of the Borrower and otherwise be appropriately completed. The proposed Borrowing Date specified in each Notice of Borrowing shall be a Business Day falling during the Commitment Period. (c) The amount of the Borrowing requested in each Notice of Borrowing (the “Requested Amount”) shall be equal to at least $250,000 and integral multiples of $1,000 in excess thereof (or, if less, the aggregate Undrawn Commitments). (d) Each Notice of Borrowing shall be revocable by the Borrower only if written notice of such revocation is given to the applicable Lenders and the Administrative Agent (with a copy to the Collateral Agent) no later than 2:00 p.m. (New York City time) on the date that is one Business Day before the date of the related Borrowing. Notices of Borrowing shall otherwise be irrevocable. (e) Each Lender shall, not later than 1:00 p.m. (New York City time) on each Borrowing Date in respect of the Loan to be funded by it hereunder, make its Percentage Share of the applicable Requested Amount available to the Borrower by disbursing such funds in Dollars to an account specified by the Borrower in the Notice of Borrowing; provided that if the Loan is not funded through an account with the Administrative Agent, the Borrower shall provide written notice to the Administrative Agent when funds are received. (f) The failure of any Lender to fund any Loan on a Borrowing Date hereunder shall not relieve any other Lender of any obligation hereunder to fund any Loan on such date. Notwithstanding the foregoing and any other provision to the contrary contained herein, if any Lender shall have failed to fund its Percentage Share of a previously requested Loan on the applicable date of Borrowing and the Borrower provides a new Notice of Borrowing as a result of such failure to fund, then, in each such case, if necessary to make such Borrowing, the Borrower shall be permitted a single additional Loan without regard to the minimum funding limit set forth herein.

Appears in 1 contract

Sources: Credit Agreement (Owl Rock Technology Finance Corp.)