Manner of Borrowing. Borrower shall give the Agent irrevocable written or telephonic notice (a “Borrowing Notice”) by 11:00 a.m., Chicago, Illinois time, (a) on the date at least two (2) Business Days prior to the date of each requested Borrowing of LIBOR Loans, and (b) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the proposed date of Borrowing, which must be a Business Day, the aggregate amount of the requested Borrowing, the type of Loans to comprise such Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then promptly notify the Lenders in writing or by telephone (which such notice in the case of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding Borrowing of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Pro Rata Share of the Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share of the Commitment - Revolving Credit. Each payment and prepayment made by Borrower shall be made to the Lenders in accordance with each Lender’s Pro Rata Share of the respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent to the contrary, upon the expiration of any Interest Period for a LIBOR Loan, such LIBOR Loan shall automatically convert to a Prime Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower on the last day of the Interest Period applicable thereto.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Continental Materials Corp)
Manner of Borrowing. Borrower shall give the Agent irrevocable written or telephonic notice (a “Borrowing Notice”) by 11:00 a.m., Chicago, Illinois time, (a) on the date at least two (2) Business Days prior to the date of each requested Borrowing of LIBOR Loans, and (b) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the proposed date of Borrowing, which must be a Business Day, the aggregate amount of the requested Borrowing, the type of Loans to comprise such Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then promptly notify the Lenders in writing or by telephone (which such notice in the case of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding Borrowing of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Pro Rata Share of the Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share of the Commitment - Revolving CreditCredit and Commitment - Term Loan. Each payment and prepayment made by Borrower shall be made to the Lenders in accordance with each Lender’s Pro Rata Share of the respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent to the contrary, upon the expiration of any Interest Period for a LIBOR Loan, such LIBOR Loan shall automatically convert to a Prime Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower on the last day of the Interest Period applicable thereto.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Continental Materials Corp)
Manner of Borrowing. (a) Whenever Borrower desires to use the LIBOR Borrowing Rate, Borrower shall give the Agent U.S. Bank irrevocable written or telephonic notice (a “Borrowing Notice”either in writing or orally and promptly confirmed in writing) by 11:00 a.m.between 8:00 a.m. and 1:00 p.m. (Seattle, Chicago, Illinois Washington time, (a) on the date at least two (2) Business Days prior to the desired effective date of each requested the LIBOR Borrowing Rate ("Borrowing Notice"). Any oral Borrowing Notice shall be given by, and any written Borrowing Notice or confirmation of LIBOR an oral Borrowing Notice shall be signed by Pau▇ ▇▇▇▇▇▇▇, ▇av▇▇ ▇▇▇▇▇▇▇▇▇, ▇r Ann▇ ▇▇▇▇▇▇▇, ▇ach of whom is authorized to request Loans, and (b) on until written notice by Borrower of the date revocation of any requested Borrowing of Prime Rate Loanssuch authority is received by U.S. Bank. Each such notice Borrowing Notice shall specify the proposed requested effective date of Borrowing, which must be a Business Daythe LIBOR Borrowing Rate, the aggregate Interest Period, the amount of the requested LIBOR Rate Borrowing, and whether Borrower is requesting a new advance at the type LIBOR Borrowing Rate, conversion of Loans all or any portion of the Prime Rate Borrowing to comprise such Borrowing anda LIBOR Rate Borrowing, if such Borrowing is to be comprised of LIBOR Loans, the or a new Interest Period applicable theretofor an outstanding LIBOR Rate Borrowing. The Agent will then promptly notify Notwithstanding any other term of this Agreement, Borrower may elect the Lenders in writing LIBOR Borrowing Rate to apply to Loans or by telephone (which such notice portions thereof only in the case of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, on the date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the minimum principal amount of an outstanding $500,000. In the event Borrower has not given U.S. Bank a Borrowing Notice two Business Days in advance of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Pro Rata Share of the Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share of the Commitment - Revolving Credit. Each payment and prepayment made by Borrower shall be made to the Lenders in accordance with each Lender’s Pro Rata Share of the respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent to the contrary, upon the expiration of any Interest Period for of Borrower's intent to convert a LIBOR LoanRate Borrowing to a new LIBOR Rate Borrowing at the expiration of such Interest Period, then such LIBOR Loan shall automatically convert Rate Borrowing will, at U.S. Bank's option, at the expiration of such Interest Period, be deemed to be a Prime Rate Borrowing. Until such reversion to a Prime Borrowing Rate, interest will accrue on such LIBOR Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower on the last day of the Interest Period applicable thereto.Borrowing at
Appears in 1 contract
Manner of Borrowing. The Borrower shall give the Agent irrevocable Northern written or telephonic prior irrevocable notice (a “"Borrowing Notice”") by 11:00 a.m., Chicago, Illinois time, (ai) on the date at least two three (23) Business Days prior to the date of each requested Borrowing of LIBOR Loans, Loans and (bii) on the date of any requested Borrowing of Prime Rate Loans. Each such notice shall specify the proposed date of Borrowing, which must be a Business Day, the aggregate amount of the requested Borrowing, the type of Loans to comprise such Borrowing and, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent Northern will then promptly notify the Lenders LaSalle Bank in writing or by telephone by 12:00 noon on the date of receipt of the foregoing notice (which such notice in the case of Fifth Thirdto LaSalle Bank, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made before or after LaSalle Northern has funded its Pro Rata Share 50% portion of such requested Loans) and, if such notice requests the Lenders Lender to make LIBOR Loans, the Agent Northern shall give notice to the Borrower and to the Lenders LaSalle Bank of the interest rate applicable thereto promptly after the Agent Northern has made such determination. The LendersLaSalle Bank, on the date of Borrowing of any Revolving Credit Loan, shall each remit their Pro Rata Share 50% of any requested Revolving Credit Loan to the Borrower’s account maintained with Agent's account, except to the extent such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding a maturing Borrowing of Loans (a “"Refunding Borrowing”") or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle Northern has made a Revolving Credit Loan, Fifth Third LaSalle Bank shall fund be deemed to have funded its Pro Rata Share 50% share of such Revolving Credit Loan and the obligation to remit to LaSalle Northern on such day its Pro Rata Share 50% of the Revolving Credit Loan shall be absolute and irrevocable. Each Borrowing borrowing from the Lenders under this Agreement shall be made in accordance with each Lender’s Pro Rata Share on a pro rata basis of the their respective Commitment - Revolving CreditCredit and Commitment - Term Loan. Each payment and prepayment made by the Borrower shall be made to the Lenders in accordance with each Lender’s Pro Rata Share pro rata on the basis of the respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless In the event the Borrower notifies fails to give notice pursuant to this Section 4.2 of the Agent to reborrowing of the contrary, upon the expiration principal amount of any Interest Period for maturing Borrowing or of a LIBOR Loan, such LIBOR Loan shall automatically convert Borrowing to refinance a reimbursement obligation with respect to a Letter of Credit (an "L/C Refinancing Borrowing") and has not notified Northern by 11:00 a.m. (Chicago time) on the day such Borrowing matures or such reimbursement obligation becomes due that it intends to repay such Borrowing or such reimbursement obligation with funds not borrowed hereunder, the Borrower shall be deemed to have requested a Borrowing of Prime Rate LoanLoans on such day in the amount of the maturing Borrowing or of the reimbursement obligation then due, which new Borrowing shall be applied to pay, as the case may be, the maturing Borrowing or reimbursement obligation then due. Each LIBOR Loan shall mature and become due and payable by the Borrower on the last day of the Interest Period applicable thereto.
Appears in 1 contract
Sources: Revolving Credit and Term Loan Agreement (Continental Materials Corp)
Manner of Borrowing. Borrower shall give the Agent irrevocable at least same Business Day's written or telephonic notice (by telecopy or otherwise) of each intended borrowing of a “Borrowing Notice”) by 11:00 a.m.Base Rate Loan, Chicago, Illinois time, (a) on the date and at least two three (23) Business Days prior to the date Day's written notice (by telecopy or otherwise) of each requested Borrowing intended borrowing of a LIBOR Loans, and (b) on the date of any requested Borrowing of Prime Rate LoansLoan. Each such notice (herein a "Notice of Borrowing") shall be in the form of Exhibit A and shall specify the proposed date of the intended borrowing, and the initial Applicable Interest Rate and Applicable Interest Period selected by Borrower in respect of the anticipated Loan. Each Notice of Borrowing shall be effective upon receipt, except that notices received by Agent after 10:30 a.m., Seattle time, on a Business Day shall be deemed to be received on the immediately succeeding Business Day. All such notices shall be irrevocable and shall constitute a representation and warranty by Borrower that as of the date of the notice the statements set forth in Article 4 hereof are true and correct and that no Event of Default or Potential Event of Default shall have occurred and be continuing. On receipt of such Notice of Borrowing, which must be a Business Day, Agent shall promptly (on the aggregate amount of the requested Borrowing, the type of Loans to comprise such Borrowing andsame day, if such Borrowing is to be comprised of LIBOR Loans, the Interest Period applicable thereto. The Agent will then promptly possible) notify the Lenders in writing or each Lender by telephone (which such notice confirmed promptly by telex or telecopy), telex or telecopy of the information set forth in the case Notice of Fifth Third, if it relates to Revolving Credit Loan Borrowings constituting Prime Rate Loans, may be made Borrowing. Each Lender shall before or after LaSalle has funded its Pro Rata Share of such requested Loans) and, if such notice requests the Lenders to make LIBOR Loans, the Agent shall give notice to Borrower and to the Lenders of the interest rate applicable thereto promptly after the Agent has made such determination. The Lenders, 12:00 p.m. Seattle time on the specified date of Borrowing any Revolving Credit Loan, shall each remit their Pro Rata Share of any requested Revolving Credit Loan to Borrower’s account maintained with Agent, except to the extent borrowing pay such Borrowing is either a reborrowing, in whole or in part, of the principal amount of an outstanding Borrowing of Loans (a “Refunding Borrowing”) or an L/C Refinancing Borrowing, in which case each Lender shall record the Loan made by it as a part of such Refunding Borrowing or L/C Refinancing Borrowing, as the case may be, on its books or records or on a schedule to the appropriate Note, and shall effect the repayment, in whole or in part, as appropriate, of its maturing Loan or reimbursement obligation through the proceeds of such new Loan. At the time LaSalle has made a Revolving Credit Loan, Fifth Third shall fund its Pro Rata Share of such Revolving Credit Loan and the obligation to remit to LaSalle on such day its Lender's Pro Rata Share of the Revolving Credit requested borrowing in immediately available funds to Agent at its Payment Address. Upon fulfillment to Agent's satisfaction of the applicable conditions set forth in Article 3, and after receipt by Agent of such funds, Agent will make such funds available to Borrower. All Loans outstanding under the Prior Loan Agreement shall immediately upon the Effective Date be absolute deemed Loans under this Agreement, with the same payment terms and irrevocableInterest Period as then in effect, but with the LIBOR Spread increased to that applicable under this Agreement. Each Borrowing from Lender may, at its option, fund its own Commitment hereunder notwithstanding any default by the Lenders under this Agreement other Lender in advancing its Commitment. In such event, Agent shall be made thereafter take such disproportionate funding into account in accordance with each Lender’s Pro Rata Share allocating principal and interest repayments to Lenders. The foregoing right of a Lender to advance funds in spite of the Commitment - Revolving Credit. Each payment and prepayment made by other Lender's default shall not prejudice or limit in any respect the rights of such Lender or Borrower shall be made to against the Lenders in accordance with each defaulting Lender’s Pro Rata Share of the respective amounts of the Loans outstanding immediately prior to such payment or prepayment. Unless Borrower notifies the Agent to the contrary, upon the expiration of any Interest Period for a LIBOR Loan, such LIBOR Loan shall automatically convert to a Prime Rate Loan. Each LIBOR Loan shall mature and become due and payable by Borrower on the last day of the Interest Period applicable thereto.
Appears in 1 contract
Sources: Loan Agreement (Itron Inc /Wa/)