Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Office, in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes. (b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 2 contracts
Sources: Credit Agreement (Acc Corp), Credit Agreement (Acc Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders pro rata in accordance with Section 4.4(ctheir respective Commitment Percentages (except as otherwise explicitly provided herein with respect to fees) at the Administrative Agent's Office, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Agent of each such payment, the Agent shall credit each Lender's account with its pro rata share of such payment in accordance with such Lender's Commitment Percentage (bexcept as otherwise explicitly provided herein with respect to fees) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Issuing Lender or the L/C Participants, as the case may be. Subject to Section 4.4(c) in immediately available funds4.1(b)(ii), and if any payment under this Agreement or any Note shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (WLR Foods Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIany prepayment) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Loans, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable amount owed to the Lenders Banks or the Administrative Agent under this Agreement Agreement, the Notes, or any Note (except as set forth in Section 4.4(b)) the other Loan Documents shall be made in Dollars not later than 1:00 p.m. (Charlotte Eastern time) on the date specified for payment under this Agreement or such other Loan Document to the Administrative Agent to an account designated by the Administrative Agent, for the account of the Lenders in accordance with Section 4.4(c) at Banks, the Issuing Bank or the Administrative Agent's Office, as the case may be, in lawful money of the United States of America in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received by the Administrative Agent after such time but before 2:00 p.m. 12:00 noon (Charlotte Eastern time) on such day shall be deemed received on the next Business Day for purposes of interest accrual. In the case of a payment on such date for the purposes account of a Bank or the Issuing Bank, then, subject to the provisions of Section 12.12.9 of this Agreement, but for all other purposes the Administrative Agent will promptly thereafter distribute the amount so received in like funds to such Bank or the Issuing Bank. If the Administrative Agent shall not have received any payment from the Borrower as and when due, the Administrative Agent will promptly notify the Banks and, if appropriate, the Issuing Bank, accordingly, and the Administrative Agent shall not be obligated to make any distributions under this Section 2.8. -28-
(b) If any payment under this Agreement or any of the Notes shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day. Any payment received after 2:00 p.m. (Charlotte time) , and such extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrower may not make payments, in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment aggregate, under this Agreement (excluding any payments specifically required pursuant to the Administrative Agent's account with terms of this Agreement) more than (i) two (2) times in any calendar month plus (ii) four (4) additional times in any twelve (12) calendar month period. In any event, the Administrative Agent's Correspondent for Borrower may not make, in the account aggregate, more than twenty-eight (28) payments (excluding any payments specifically required pursuant to the terms of the Lenders this Agreement) under this Agreement in accordance with Section 4.4(cany twelve (12) in immediately available fundscalendar month period.
(d) The Borrower agrees to pay principal, interest, fees, and shall be made all other amounts due hereunder or under the Notes and Letter of Credit Obligations without any set-off, off or counterclaim or any deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Sources: Loan Agreement (Horton D R Inc /De/)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIany prepayment) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Loans, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable amount owed to the Lenders Banks or the Administrative Agent under this Agreement Agreement, the Notes, or any Note (except as set forth in Section 4.4(b)) the other Loan Documents shall be made in Dollars not later than 1:00 p.m. (Charlotte Eastern time) on the date specified for payment under this Agreement or such other Loan Document to the Administrative Agent to an account designated by the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at Banks or the Administrative Agent's Office, as the case may be, in lawful money of the United States of America in immediately available funds, and shall be made without . The failure of the Borrower to make any set-off, counterclaim or deduction whatsoever. Any such payment received after by such time but before 2:00 shall not constitute a Default hereunder, provided that such payment is received by the Administrative Agent in immediately available funds by 4:00 p.m. (Charlotte Eastern time) on such day shall be deemed a due date, but any such payment made after 1:00 p.m. (Eastern time) on such due date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposesthe purpose of calculating interest on amounts outstanding on the Loans, unless the Administrative Agent, in fact, was able to remit to such Bank its pro rata share of such payment by 4:00 p.m. (Eastern time) on such due date. In the case of a payment for the account of a Bank, the Administrative Agent will promptly thereafter distribute the amount so received in like funds to such Bank. If the Administrative Agent shall not have received any payment from the Borrower as and when due, the Administrative Agent will promptly notify the Banks accordingly.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by If any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account or any of the Lenders in accordance with Section 4.4(c) in immediately available funds, and Notes shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding day which is a Business Day, and such extension of time shall in such case be included in computing interest and fees, if any, in connection with such payment.
(c) So long as the applicable Bank has complied with Section 2.13 hereof, the Borrower agrees to pay principal, interest, fees and all other amounts due hereunder, under the Notes or under any other Loan Document without set-off or counterclaim or any deduction whatsoever and free and clear of all taxes, levies and withholding. Any payment received So long as the applicable Bank has complied with Section 2.13 hereof, if the Borrower is required by Applicable Law to deduct any taxes from or in respect of any sum payable to the such Bank hereunder, under any Note or under any other Loan Document: (i) the sum payable hereunder or thereunder, as applicable, shall be increased to the extent necessary to provide that, after 12:00 noon making all required deductions (the time of including deductions applicable to additional sums payable under this Section 2.9(c)), the Administrative Agent's CorrespondentAgent or such Bank, as applicable, receives an amount equal to the sum it would have received had no such deductions been made; (ii) the Borrower shall be deemed make such deductions from such sums payable hereunder or thereunder, as applicable, and pay the amount so deducted to the relevant taxing authority as required by Applicable Law; and (iii) the Borrower shall provide the Administrative Agent or such Bank, as applicable, with evidence satisfactory to the Administrative Agent or such Bank, as applicable, that such deducted amounts have been made on paid to the next succeeding Business Day relevant taxing authority. Before making any such deductions, such Bank shall designate a different lending office and may take such alternative courses of action if such designation or alternative courses of action will avoid the need for all purposessuch deductions and will not in the good faith judgment of such Bank be otherwise disadvantageous to such Bank.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission fee or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 2:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders pro rata in accordance with Section 4.4(c) their respective Commitment Percentages at the Administrative Agent's Office, in Dollars (or in an Alternative Currency with respect to Letters of Credit denominated in an Alternative Currency), in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any Upon receipt by the Administrative Agent of each such payment received after 2:00 p.m. (Charlotte time) the Administrative Agent shall credit each Lender's account with its pro rata share of such payment in accordance with such Lender's Commitment Percentage and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent of Agents' fees or L/C Participants' commissions shall be deemed made in like manner, but for the account of the applicable Agent or the L/C Participants, as the case may be. All amounts payable by the Borrower to have been the Swingline Lender with respect to the Swingline Note shall be made to the Administrative Agent for the account of the Swingline Lender, all amounts payable by the Borrower on account of any Competitive Bid Loan shall be for the account of the applicable Lender of such Loan, and all amounts payable to any Lender under Sections 4.7, 4.8, 4.9, 4.10 and 13.13 shall be payable to the Administrative Agent for the account of such Lender. Subject to Section 4.1(b)(i)(B), if any 38 payment under this Agreement or any Note shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day for all purposes.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account and such extension of the principal of or interest on the Loans denominated in any Alternative Currency time shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account case be included in computing any interest if payable along with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposespayment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte New York time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte New York time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte New York time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the ----------------- principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Pro Rata Shares (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all ------------ other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its Pro Rata Share of such payment (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency Lenders' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (like manner, but for the time account of the Issuing Lender or the Lenders, as the case may be. Each payment to the Administrative Agent of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent fees or expenses shall be made for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsAdministrative Agent and any amount payable to any Lender under Sections 4.7, and ------------ 4.8 or 13.2 shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (paid to the time Administrative Agent for the account of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day--- ---- applicable Lender. Any payment received after 12:00 noon (the time of Each Borrower hereby authorizes the Administrative Agent's Correspondent) Agent to charge its account with the Administrative Agent in order to cause timely payment to be made to the Administrative Agent of all principal, interest, fees and expenses due hereunder (subject to sufficient funds being available in its accounts for that purpose). The Administrative Agent shall be deemed to have been made on promptly notify the next succeeding Business Day for all purposesBorrowers after making any such charges.
Appears in 1 contract
Sources: Credit Agreement (Planvista Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 3:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 3:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender’s Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of or interest on the Loans denominated in any Alternative Currency L/C Participants’ commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, L/C Participants. Each payment to the Administrative Agent of the Issuing Lender’s fees and expenses shall be made without any set-offin like manner, counterclaim but for the account of the Issuing Lender. Each payment to the Administrative Agent of Administrative Agent’s fees or deduction whatsoever. Any payment received after such time but before 12:00 noon (expenses shall be made for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.15.1(b)(ii), but for all other purposes if any payment under this Agreement shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIany prepayment) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Loans, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable amount owed to the Lenders Banks or the Administrative Agent under this Agreement Agreement, the Notes, or any Note (except as set forth in Section 4.4(b)) the other Loan Documents shall be made in Dollars not later than 1:00 p.m. (Charlotte p.m.(Eastern time) on the date specified for payment under this Agreement or such other Loan Document to the Administrative Agent to an account designated by the Administrative Agent, for the account of the Lenders in accordance with Section 4.4(c) at Banks, the Issuing Bank or the Administrative Agent's Office, as the case may be, in lawful money of the United States of America in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received by the Administrative Agent after such time but before 2:00 p.m. 12:00 noon (Charlotte Eastern time) on such day shall be deemed received on the next Business Day for purposes of interest accrual. In the case of a payment on such date for the purposes account of a Bank or the Issuing Bank, then, subject to the provisions of Section 12.12.9 of this Agreement, but for all other purposes the Administrative Agent will promptly thereafter distribute the amount so received in like funds to such Bank or the Issuing Bank. If the Administrative Agent shall not have received any payment from the Borrower as and when due, the Administrative Agent will promptly notify the Banks and, if appropriate, the Issuing Bank, accordingly, and the Administrative Agent shall not be obligated to make any distributions under this Section 2.8.
(b) If any payment under this Agreement or any of the Notes shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day. Any payment received after 2:00 p.m. (Charlotte time) , and such extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrower may not make payments, in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment aggregate, under this Agreement (excluding any payments specifically required pursuant to the Administrative Agent's account with terms of this Agreement) more than (i) two (2) times in any calendar month plus (ii) four (4) additional times in any twelve (12) calendar month period. In any event, the Administrative Agent's Correspondent for Borrower may not make, in the account aggregate, more than twenty-eight (28) payments (excluding any payments specifically required pursuant to the terms of the Lenders this Agreement) under this Agreement in accordance with Section 4.4(cany twelve (12) in immediately available fundscalendar month period.
(d) The Borrower agrees to pay principal, interest, fees, and shall be made all other amounts due hereunder or under the Notes and Letter of Credit Obligations without any set-off, off or counterclaim or any deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Sources: Master Loan and Inter Creditor Agreement (Horton D R Inc /De/)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Revolving Credit Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement with respect to the Revolving Credit Loans, the Letters of Credit or any Revolving Credit Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Each payment by the Borrower on account of the principal of or interest on the Term Loans or of any fee, commission or other amounts payable to the Lenders under this Agreement with respect to the Term Loans or any Term Note shall be made in like manner, except for the account of the Lenders pro rata in accordance with their respective Term Loan Percentages. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated . Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in Alternative Currenciesaccordance with this Section 5.5 and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Administrative Agent's or interest on the Loans denominated in any Alternative Currency Issuing Lender's fees or expenses shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsAdministrative Agent or Issuing Lender, as the case may be, and any amount payable to any Lender under Sections 5.9, 5.10, 5.11, 5.12 or 14.2 shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (paid to the time Administrative Agent for the account of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Sources: Credit Agreement (Kinder Morgan Bulk Terminals Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte Eastern time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte Eastern time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Eastern time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated . Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account accordance with such Lender’s Revolving Credit Commitment Percentage, with respect to Extensions of Credit and shall wire advice of the principal amount of such credit to each Lender. Other than payments governed by Section 3.3, each payment to the Administrative Agent of the Issuing Lender’s fees or interest on the Loans denominated in any Alternative Currency L/C Participants’ commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent’s fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.14.1(b)(ii), but for all other purposes if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Belk Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIprepayments) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Advances, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders amount owed under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. 12:00 noon (Charlotte Dallas, Texas time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Officeoffice, in lawful money of the United States of America constituting immediately available funds, and .
(b) If any payment under this Agreement or any other Loan Document shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding day which is a Business Day, unless, with respect to a payment due in respect of a LIBOR Advance, such Business Day falls in another calendar month, in which case payment shall be made on the preceding Business Day. Any payment received after 2:00 p.m. (Charlotte time) extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrower agrees to pay principal, interest, fees and all other amounts due under the Loan Documents without deduction for set-off or counterclaim or any deduction whatsoever.
(d) Notwithstanding anything in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with contrary but subject to the Intercreditor Agreement, all payments received by the Administrative Agent's Correspondent for Agent pursuant to the account Loan Documents (other than from other Lenders) shall be applied as follows:
(i) Prior to (A) the occurrence and continuance of an Event of Default and (B) the delivery by the Determining Lenders of the Lenders notice to the Administrative Agent referred to in Section 2.9(d)(ii)(B) below, the Administrative Agent shall apply all such payments as between the Facility A Term Loan Advances and the Facility B Term Loan Advances to the applicable Advances in accordance with Section 4.4(cthe applicable Specified Percentages.
(ii) in immediately available funds, If (A) there exists an Event of Default that has occurred and is continuing and (B) the Determining Lenders shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of have delivered notice to the Administrative Agent's Correspondent) on Agent to apply such day shall be deemed a payment on such date for the purposes of payments as provided in this Section 12.12.9(d)(ii), but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative AgentAgent shall apply all such payments to reduce the Facility A Term Loan Advances and the Facility B Term Loan Advances in accordance with each Lender's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesTotal Specified Percentage.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte Philadelphia time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte Philadelphia time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Philadelphia time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account the Borrowers to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day , and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or l3.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 4.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Revolving Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Revolving Credit Lenders under this Agreement or any Revolving Credit Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Revolving Credit Lenders pro rata in accordance with Section 4.4(ctheir respective Commitment Percentages (except as otherwise explicitly provided herein with respect to fees) at the Administrative Agent's Office, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Agent of each such payment, the Agent shall credit each Revolving Credit Lender's account with its pro rata share of such payment in accordance with such Revolving Credit Lender's Commitment Percentage (bexcept as otherwise explicitly provided herein with 44 respect to fees) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Revolving Credit Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Issuing Lender or the L/C Participants, as the case may be. Subject to Section 4.4(c4.1(b) in immediately available funds(ii), and if any payment under this Agreement or any Revolving Credit Note shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. On the Closing Date, the Purchase Price shall be paid by the Buyer as follows:
(a) Loans Denominated in Dollars. Each payment as security for (including repayments described in Article IIi) any amounts that may become payable by any Borrower the Seller to the Buyer on account of failure of the principal makers of the Promissory Note from DOCAM, LLC dated October 15, 2002 to pay any amount due thereunder, (ii) any outstanding sales tax obligations existing at the Effective Time that are paid or interest on payable by the Loans denominated Buyer, including any cost to the Buyer in Dollars or assisting the Seller in the pursuit of any feesales tax audit, commission or other amounts except any sales tax obligations that are part of the Assumed Liabilities, and (including iii) any Damages that may arise as described in Section 6.2, the Reimbursement Obligation) Buyer shall withhold from the Purchase Price otherwise payable to the Lenders under Seller the amount of Two Hundred Thousand Dollars ($200,000) (the "Holdback Amount"). The Buyer shall pay to the Seller on April 29, 2005 an amount equal to the Holdback Amount less (A) any amounts retained by the Buyer to offset amounts described in clauses (i), (ii) or (iii) of this Agreement or paragraph (a), (B) the estimated amounts of any Note claim asserted by the Buyer but not resolved as of April 25, 2005 and (except as C) any undisclosed current liabilities paid by the Buyer pursuant to Section 2.5(a). Any amounts that are withheld pursuant to subsection (B) shall be applied to the asserted claim by the Buyer if it is ultimately determined, pursuant to the procedures set forth in Section 4.4(b)) shall 6.5, to be made in Dollars not due, with the balance, if any, promptly (no later than 1:00 p.m. ten (Charlotte time10) on the date specified for payment under this Agreement business days) returned to the Administrative Agent Seller upon the resolution of such claim, provided, however, interest shall accrue at the Prime Rate on any such amount not timely returned to the Seller; and
(b) the Buyer shall pay to the Seller, by wire transfer of immediately available funds to the following account Citibank NA, New York, NY, for the account of Hirsch International Corp., ▇▇▇▇unt # 95058589, Routing # 021▇▇▇▇▇▇, Swift # CITIUS33, ▇▇ ▇▇▇regate amo▇▇▇ ▇▇▇al to the Lenders Purchase Price less (i) any current liabilities in accordance with Section 4.4(cexcess of One Hundred Thousand Dollars ($100,000.00) assumed by the Buyer at the Administrative Agent's OfficeClosing, (ii) any amounts specified in immediately available funds, subsections (ii)(A) and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte timeii)(B) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time3.5(b) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on Disclosure Schedule and (iii) the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. Holdback Amount (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes"Closing Payment").
Appears in 1 contract
Sources: Asset Purchase Agreement (Hirsch International Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-offsetoff, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender’s Revolving Credit Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender’s fees or interest on the Loans denominated in any Alternative Currency L/C Participants’ commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent’s fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.15.1(b)(ii), but for all other purposes if any payment under this Agreement shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (O Charleys Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.14.1(b)(ii), but for all other purposes if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b3.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders pro rata in accordance with Section 4.4(c) at the Administrative Agent's Office, their respective Commitment Percentages in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by any A/C Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. 12:00 noon (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders pro rata in accordance with Section 4.4(ctheir respective Commitment Percentages (or, with respect to Finnish Mark Loans, for the account ▇▇ the Finnish Mark Lenders pro rata in ac▇▇▇▇ance with their respective Finnish Mark Commitment Percentage▇) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon 1:00 p.m. (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon 1:00 p.m. (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) the Notes shall be made in Dollars not later than 1:00 p.m. (Charlotte time) 2:00 P.M. on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders at its address referred to in accordance with Section 4.4(c) at the Administrative Agent's Office13.1, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) 5:00 P.M. on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) 5:00 P.M. shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by Subject to Section 3.1(b)(i)(B), if any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement or any Note shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment. As soon as practicable after the Agent receives payment from the Borrower, the Agent will cause to be distributed like funds relating to the Administrative Agent's account with payment of principal, interest, or Fees (other than amounts payable to the Administrative Agent's Correspondent Agent to reimburse the Agent or the Issuing Lender for fees and expenses payable solely to it, as the account of case may be) or expenses payable to the Agent and the Lenders in accordance with Section 4.4(c13.9, ratably (except in the case of Swingline Loans) in immediately available fundsto the Lenders, and shall like funds relating to the payment of any other amounts payable to such Lender, in each case to be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (distributed and applied in accordance with the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes terms of Section 12.13.10; provided that if such payment is received by the Agent prior to 2:00 P.M., but for all other purposes the Agent shall be deemed use reasonable efforts to have been made distribute funds relating to such payment to the Lenders prior to 4:00 P.M. on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposessame date.
Appears in 1 contract
Sources: Syndication Amendment and Assignment (Sterile Recoveries Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Revolving Credit Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders 22 <PAGE> 23(other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage (b) Loans Denominated in Alternative Currenciesexcept as specified below), and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and L/C Participants. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Section 5.9, 5.10, 5.11, 5.12 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.15.1(b)(ii), but for all if any payment under this Agreement or any other purposes Loan Document shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIany prepayment) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or Loans, commitment fees, letter of credit fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable amount owed to the Lenders Banks, the Managing Agents or the Administrative Agent or any of them under this Agreement or any Note (except as set forth in Section 4.4(b)) the Notes shall be made in Dollars not later than 1:00 p.m. (Charlotte Houston time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Office, for the account of the Banks, the Managing Agents or the Administrative Agent, as the case may be, in lawful money of the United States of America in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received by the Administrative Agent after such time but before 2:00 1:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Houston time) shall be deemed to have been made received on the next succeeding Business Day. Receipt by the Administrative Agent of any payment intended for any Bank or Banks hereunder prior to 1:00 p.m. (Houston time) on any Business Day shall be deemed to constitute receipt by such Bank or Banks on such Business Day. In the case of a payment for all purposesthe account of a Bank, the Administrative Agent will promptly thereafter distribute the amount so received in like funds to such Bank. If the Administrative Agent shall not have received any payment from the Borrower as and when due, the Administrative Agent will promptly notify the Banks accordingly.
(b) Loans Denominated Subject to compliance by each Bank to the extent applicable with the requirements of Section 2.13, the Borrower agrees to pay principal, interest, fees and all other amounts due hereunder or under the Notes without set-off or counterclaim or any deduction whatsoever.
(c) Prior to the declaration of an Event of Default under Section 8.2 hereof, if some but less than all amounts due from the Borrower are received by the Administrative Agent with respect to the Obligations, the Administrative Agent shall distribute such amounts in Alternative Currencies. Each the following order of priority, all on a pro rata basis to the Banks: (i) to the payment (including repayments described in Article II) by on a pro rata basis of any Borrower on account of the principal of fees or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of expenses then due and payable to the Administrative Agent's Correspondent, the Managing Agents, the Banks, or any of them; (ii) to the payment of interest then due and payable on the date specified for Loans, on a pro rata basis; (iii) to the payment of all other amounts not otherwise referred to in this Section 2.9(c) then due and payable to the Administrative Agent, the Managing Agents, or the Banks, or any of them, hereunder or under the Notes; and (iv) to the payment of principal then due and payable on the Notes, on a pro-rata basis.
(d) Subject to any contrary provisions in the definition of Interest Period, if any payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account or any of the Lenders in accordance with Section 4.4(c) in immediately available fundsother Loan Documents is specified to be made on a day which is not a Business Day, and it shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the , and such extension of time of the Administrative Agent's Correspondent) shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte New York time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte New York time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte New York time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender in accordance with the wiring instructions set forth in the relevant Lender Addendum or Assignment and Acceptance, as the case may be, or as subsequently notified by such Lender to the Administrative Agent, its pro rata share of such payment in accordance with such Lender’s Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender’s fees or interest on the Loans denominated in any Alternative Currency L/C Participants’ commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent’s fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Geo Group Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIprepayments) by any Borrower on account the Borrowers of the principal of or interest on the Loans denominated in Dollars or of Advances, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders amount owed under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. 12:00 noon (Charlotte Dallas, Texas time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) Lender at the Administrative AgentLender's Officeoffice, in lawful money of the United States of America constituting immediately available funds, and .
(b) If any payment under this Agreement or any other Loan Document shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding day which is a Business Day, unless such Business Day falls in another calendar month, in which case payment shall be made on the preceding Business Day. Any payment received after 2:00 p.m. (Charlotte time) extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrowers agree jointly and severally to pay principal, interest, fees and all other amounts due under the Loan Documents without deduction for set-off or counterclaim or any deduction whatsoever.
(d) If some but less than all amounts due from the Borrowers are received by the Administrative Lender, the Administrative Lender shall apply such amounts in Alternative Currencies. Each the following order of priority: (i) to the payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative AgentLender's Correspondent) expenses incurred on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account behalf of the Lenders in accordance with Section 4.4(cthen due and payable, if any; (ii) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any to the payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed fees then due and payable; (iii) to have been made the payment of interest then due and payable on the next succeeding Business Day. Any Advances; (iv) to the payment received after 12:00 noon of all other amounts not otherwise referred to in this clause (d) then due and payable under the time Loan Documents; and (v) to the payment of the Administrative Agent's Correspondent) shall be deemed to have been made principal then due and payable on the next succeeding Business Day for all purposesAdvances.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIprepayments) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Advances, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders amount owed under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. 12:00 noon (Charlotte Dallas, Texas time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Officeoffice, in lawful money of the United States of America constituting immediately available funds, and .
(b) If any payment under this Agreement or any other Loan Document shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding day which is a Business Day, unless, with respect to a payment due in respect of a LIBOR Advance, such Business Day falls in another calendar month, in which case payment shall be made on the preceding Business Day. Any payment received after 2:00 p.m. (Charlotte time) extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrower agrees to pay principal, interest, fees and all other amounts due under the Loan Documents without deduction for set-off or counterclaim or any deduction whatsoever.
(d) Notwithstanding anything in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with contrary, all payments received by the Administrative Agent's Correspondent for Agent pursuant to the account Loan Documents (other than from other Lenders) shall be applied as follows:
(i) Prior to (A) the occurrence and continuance of an Event of Default and (B) the delivery by the Determining Lenders of the Lenders notice to the Administrative Agent referred to in Section 2.10(d)(ii)(B) below, the ---------------------- Administrative Agent shall apply all such payments as between the Revolving Credit Advances, the Facility A Term Loan Advances and the Facility B Term Loan Advances to the applicable Advances in accordance with the Applicable Specified Percentages.
(ii) If (A) there exists an Event of Default that has occurred and is continuing and (B) the Determining Lenders shall have delivered notice to the Administrative Agent to apply such payments as provided in this Section 4.4(c------- 2.10(d)(ii), ----------- the Administrative Agent shall apply all such payments to reduce the Revolving Credit Advances, the Swing Line Advances, the Facility A Term Loan Advances and the Facility B Term Loan Advances in accordance with each Lender's Total Specified Percentage.
(iii) At all times prior to the Lenders making a Revolving Credit Advance pursuant to Section 2.2(g), the Administrative Agent shall -------------- distribute all payments in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time respect of the Swing Line Advances to the Swing Line Bank. At such time, if any, that the Lenders make a Revolving Credit Advance pursuant to Section 2.2(g), the Administrative Agent's Correspondent) on such day Agent shall be deemed a payment on such date for the purposes of Section 12.1, but for -------------- distribute all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time payments in respect of the Administrative Agent's Correspondent) shall be deemed Swing Line Advances to have been made on the next succeeding Business Day for all purposesRevolving Credit Advances in accordance with the Revolving Credit Specified Percentages.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) PRO RATA in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its PRO RATA share of such payment in accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time account of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIprepayments) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Advances, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders amount owed under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. 12:00 noon (Charlotte Dallas, Texas time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's office, in lawful money of the United States of America constituting immediately available funds.
(b) If any payment under this Agreement or any other Loan Document shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day, unless, with respect to a payment due in respect of a LIBOR Advance, such Business Day falls in another calendar month, in which case payment shall be made on the preceding Business Day. Any extension of time shall in such case be included in computing interest and fees, if any, in connection with such payment.
(c) The Borrower agrees to pay principal, interest, fees and all other amounts due under the Loan Documents without deduction for set-off or counterclaim or any deduction whatsoever.
(d) If some but less than all amounts due from the account Borrower are received by the Administrative Agent, the Administrative Agent shall apply such amounts in the following order of priority; (i) to the payment of the Administrative Agent's expenses incurred on behalf of the Lenders then due and payable, if any; (ii) to the payment of all other fees then due and payable; (iii) to the payment of interest then due and payable, first on the Revolving Credit Advances and, second on the Swing Line Advances; (iv) the payment of all other amounts not otherwise referred to in this clause (d) then due and payable under the Loan Documents; and (v) to the payment of principal then due and payable, first on the Revolving Credit Advances and, second on the Swing Line Advances.
(e) At all times prior to the Lenders making a Revolving Credit Advance pursuant to Section 2.2(g) hereof, the Administrative Agent shall distribute all payments in respect of the Swing Line Advances to the Swing Line Bank. At such time, if any, that the Lenders make a Revolving Credit Advance pursuant to Section 2.2(g) hereof, the Administrative Agent shall distribute all payments in respect of the Swing Line Advances to the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Office, in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposesrespective Specified Percentages.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of ----------------- the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of fees or expenses payable to the Administrative Agent or Capital Markets shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent or Capital Markets and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time account of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Manner of Payment. Subject to adjustment as provided in this Agreement, at Closing:
(a) Loans Denominated Purchaser shall assume the Assumed Liabilities by written instrument of assumption in Dollars. Each payment the form of Exhibit 2.3(a) (including repayments described in Article II) by any Borrower on account the "Instrument of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(bAssumption")) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Office, in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.;
(b) Loans Denominated Purchaser shall pay to Seller (or to any other person as Seller may direct in Alternative Currencies. Each payment (including repayments described in Article IIwriting prior to the Closing Date) by wire transfer of immediately available funds to such banks and accounts thereat as shall be specified in writing by Seller, the following:
(i) $94,000,000; plus
(ii) the sum of (A) Seller's capital expenditures previously approved by Purchaser, as set forth on Schedule 2.3(b)(ii), and (B) any Borrower other capital expenditures made on account or after the date hereof and approved in writing by Purchaser (collectively, to be reflected in the capital expenditures summary (the "Capital Expenditures Summary") to be delivered by Seller to Purchaser at Closing); plus
(iii) in the event that (A) the Closing shall not have occurred within 65 days after the later of the principal of or interest date on which Purchaser filed for regulatory approval with the Loans denominated in any Alternative Currency shall be made in Kentucky PSC and, if such Alternative Currency not later than 11:00 a.m. initial filing is deemed defective by the Kentucky PSC, the date on which the Kentucky PSC has accepted such filing for review (the time later such date, the "Acceptance Date"), (B) the waiting period under the HSR Act shall have expired or been terminated and (C) the Purchaser and Seller have executed the Management Agreement, an additional amount in cash equal to (x) $10,833 multiplied by (y) the number of days in the period between the Closing Date and such 65th day after the Acceptance Date (the "Management Period"); provided, that in no event shall the amount obtained pursuant to this Section 2.3(a)(iii) exceed $325,000; plus or minus
(iv) the Initial Adjustments Amount (as hereinafter defined), as the case may be; plus
(v) in the event the Closing shall not have occurred within 95 days after the Acceptance Date, an additional amount in cash obtained by multiplying (A) the Preliminary Acquisition Price, after the adjustments set forth in clauses (ii) through (iv), inclusive, times (B) 12% by (C) the number of days elapsed between the Closing Date and such 95th day, divided by 365;
(c) Purchaser shall deliver to the Escrow Agent the Indemnification Shares, which represent the Indemnification Escrow; and
(d) Purchaser shall deliver to Seller (or to any other person as Seller may direct in writing at least five business days prior to the Closing Date) shares of PriCellular Common Stock having an aggregate Current Market Price as of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account Closing Date of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes$14,500,000.
Appears in 1 contract
Sources: Asset Acquisition Agreement (Pricellular Wireless Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Veridian Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIprepayments) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Advances, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders amount owed under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. 12:00 noon (Charlotte Dallas, Texas time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's office, in lawful money of the United States of America constituting immediately available funds.
(c) The Borrower agrees to pay principal, interest, fees and all other amounts due under the Loan Documents without deduction for set-off or counterclaim or any deduction whatsoever.
(d) Subject to the account Intercreditor Agreement, if some but less than all amounts due from the Borrower are received by the Administrative Agent, the Administrative Agent shall apply such amounts in the following order of priority; (i) to the payment of the Administrative Lender's expenses incurred on behalf of the Lenders then due and payable, if any; (ii) to the payment of all other fees then due and payable; (iii) to the payment of interest then due and payable, first on the Revolving Credit Advances and, second on the Swing Line Advances; (iv) the payment of all other amounts not otherwise referred to in this clause (d) then due and payable under the Loan Documents; and (v) to the payment of principal then due and payable, first on the Revolving Credit Advances and, second on the Swing Line Advances.
(e) At all times prior to the Lenders making a Revolving Credit Advance pursuant to Section 2.2(g) hereof, the Administrative Agent shall distribute all payments in respect of the Swing Line Advances to the Swing Line Bank. At such time, if any, that the Lenders make a Revolving Credit Advance pursuant to Section 2.2(g) hereof, the Administrative Agent shall distribute all payments in respect of the Swing Line Advances to the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Office, in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposesrespective Specified Percentages.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Sources: Credit Agreement (Pillowtex Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte Philadelphia time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte Philadelphia time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Philadelphia time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees, Lenders' facility fee or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 4.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time account of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte New York time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte New York time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte New York time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender’s Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender’s fees or interest on the Loans denominated in any Alternative Currency L/C Participants’ commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent’s fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Geo Group Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account ----------------- of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages --- ---- (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such --- ---- Lender's Commitment Percentages, as applicable (b) Loans Denominated in Alternative Currenciesexcept as specified below), and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 15.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.15.1(b)(ii), but for all other purposes if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (ai) Loans Denominated The Borrower shall notify the Administrative Agent in Dollars. Each payment writing (including repayments described in Article IIwhich notice may be by facsimile or electronic mail) by any Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission repayment or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars prepayment hereunder not later than 1:00 p.m. (Charlotte New York time) three (3) Business Days before the date of repayment or prepayment. Each such notice shall be irrevocable and shall specify the repayment or prepayment date and the principal amount of the Loans or portion thereof to be repaid or prepaid. Promptly following receipt of any such notice relating to the Loans, the Administrative Agent shall advise the Lenders of the contents thereof. Each repayment or prepayment of the Loans shall be applied ratably to the Loans. Repayments and prepayments shall be accompanied by (y) accrued interest to the extent required by Section 2.6 and (z) any payments due pursuant to Section 2.5.
(ii) The Borrower shall make each payment required to be made by it hereunder (whether of principal, interest or fees) or under any other Loan Document (except to the extent otherwise provided therein) prior to 1:00 p.m. (New York time) (unless otherwise specified in this Agreement), on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Officewhen due, in immediately available funds, and shall be made without any set-off, counterclaim off or deduction whatsoevercounterclaim. Any payment amounts received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such any date for may, in the purposes discretion of Section 12.1the Administrative Agent, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated in Alternative Currenciespurposes of calculating interest thereon. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency All such payments shall be made in such Alternative Currency not later than 11:00 a.m. (wired to the time of Administrative Agent at the Contact Office, ABA ▇▇▇-▇▇▇-▇▇▇ for the Administrative Agent's Correspondent) on ’s Account No. ▇▇▇▇▇▇▇▇, Ref: CV PropCo, LLC, except as otherwise expressly provided in the date specified for payment under this Agreement to the relevant Loan Document. The Administrative Agent's account with the Administrative Agent's Correspondent Agent shall distribute any such payments received by it for the account of any other Person to the Lenders in accordance with Section 4.4(c) in immediately available funds, and appropriate recipient promptly following receipt thereof. If any payment hereunder shall be made without any set-offdue on a day that is not a Business Day, counterclaim or deduction whatsoever. Any the date for payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed extended to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day and, in the case of any payment accruing interest, interest thereon shall be payable for all purposesthe period of such extension. All payments hereunder or under any other Loan Document (except to the extent otherwise provided therein) shall be made in Dollars.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Revolving Credit Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Revolving Credit Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.110.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Administrative Agent's fees or interest on the Loans denominated in any Alternative Currency expenses shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsAdministrative Agent and any amount payable to any Lender under Sections 3.8, and 3.9, 3.10, 3.11 or 12.2 shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (paid to the time Administrative Agent for the account of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (O Charleys Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir --- ---- respective applicable Commitment Percentages, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.01, but for all other purposes shall be ------------- deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated . Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro --- rata share of such payment in Alternative Currenciesaccordance with such Lender's applicable ---- Commitment Percentage and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Administrative Agent's fees or interest on the Loans denominated in any Alternative Currency expenses shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsAdministrative Agent and any amount payable to any Lender under Sections 4.13, and 4.14, 4.15, 4.16 or 13.02 ------------- ---- ---- ---- ----- shall be made without any set-off, counterclaim or deduction whatsoeverpaid to the Administrative Agent for the account of the applicable Lender. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) required to be made under Section 4.02 that is due on such day a date ------------ that is not a Business Day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made due on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Sources: Credit Agreement (Inergy L P)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) PRO RATA in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall promptly distribute to each Lender at its address for notices set forth herein its PRO RATA share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the 42 Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date promptly paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or applicable Term Loan Percentages, as applicable, (except as specified below), in Dollars and in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall promptly distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or applicable Term Loan Percentage, as applicable (b) Loans Denominated in Alternative Currenciesexcept as specified below), and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date promptly paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIany prepayment) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Loans, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable amount owed to the Lenders Banks or the Administrative Agent under this Agreement Agreement, the Notes, or any Note (except as set forth in Section 4.4(b)) the other Loan Documents shall be made in Dollars not later than 1:00 p.m. (Charlotte Eastern time) on the date specified for payment under this Agreement or such other Loan Document to the Administrative Agent to an account designated by the Administrative Agent, for the account of the Lenders in accordance with Section 4.4(c) at Banks, the Issuing Bank or the Administrative Agent's Office, as the case may be, in lawful money of the United States of America in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received by the Administrative Agent after such time but before 2:00 p.m. 12:00 noon (Charlotte Eastern time) on such day shall be deemed received on the next Business Day for purposes of interest accrual. In the case of a payment on such date for the purposes account of a Bank or the Issuing Bank, then, subject to the provisions of Section 12.12.9 of this Agreement, but for all other purposes the Administrative Agent will promptly thereafter distribute the amount so received in like funds to such Bank or the Issuing Bank. If the Administrative Agent shall not have received any payment from the Borrower as and when due, the Administrative Agent will promptly notify the Banks and, if appropriate, the Issuing Bank, accordingly, and the Administrative Agent shall not be obligated to make any distributions under this Section 2.8.
(b) If any payment under this Agreement or any of the Notes shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day. Any payment received after 2:00 p.m. (Charlotte time) , and such extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrower may not make payments, in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment aggregate, under this Agreement (excluding any payments specifically required pursuant to the Administrative Agent's account with terms of this Agreement) more than (i) two (2) times in any calendar month plus (ii) four (4) additional times in any twelve (12) calendar month period. In any event, the Administrative Agent's Correspondent for Borrower may not make, in the account aggregate, more than twenty-eight (28) payments (excluding any payments specifically required pursuant to the terms of the Lenders this Agreement) under this Agreement in accordance with Section 4.4(cany twelve (12) in immediately available fundscalendar month period.
(d) The Borrower agrees to pay principal, interest, fees, and shall be made all other amounts due hereunder or under the Notes and Letter of Credit Obligations without any set-off, off or counterclaim or any deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Sources: Master Loan and Inter Creditor Agreement (Horton D R Inc /De/)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) PRO RATA in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its PRO RATA share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.9, 5.10, 5.11, 5.12 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) in any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Hickory Tech Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section Sections 4.4(b) and 4.4(c)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders pro rata in accordance with Section 4.4(c) at the Administrative Agent's Office, their respective Commitment Percentages in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.immediately
(b) Alternative Currency Loans Denominated in Alternative Currencies(other than Specified A/C Loans). Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency (other than a Specified Alternative Currency) shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account of the Lenders pro rata in accordance with Section 4.4(c) their respective Commitment Percentages in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(c) Specified A/C Loans. Each payment (including repayments described in Article II) by the Borrower on account of the principal of or interest on any Specified A/C Loans shall be made in such Specified Alternative Currency not later than 12:00 noon (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the applicable Specified A/C Lenders pro rata in accordance with their respective Specified A/C Commitment Percentages in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 1:00 p.m. (the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 11.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 1:00 p.m. (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposes.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each Any indemnification payment (including repayments described in by Seller pursuant to this Article II) by any Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) VII shall be made (i) first, by surrender from Seller of shares of Parent Special Stock or shares of the Parent Common Stock into which such shares may have converted, in Dollars not later than 1:00 p.m. each case, in an amount equal to the quotient of (Charlotte timex) the amount of the indemnification payment divided by (y) the average (rounded to the nearest cent) of the per share closing prices of Parent Common Stock as reported by the New York Stock Exchange (the “Exchange”) for the 10 trading days ending on the date specified for payment under this Agreement third trading day prior to the Administrative Agent date of payment, and (ii) second, if Seller does not then own sufficient shares of Parent Special Stock or Parent Common Stock, by wire transfer of immediately available funds to one or more accounts designated by Parent. Notwithstanding the foregoing, Seller shall settle the adjustments contemplated by Section 1.03 by wire transfer(s) of immediately available funds to one or more accounts designated by Parent, and such payments shall not be counted for the account purposes of the Lenders in accordance with Section 4.4(c) at application of the Administrative Agent's Office, in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposesMerger Consideration Cap.
(b) Loans Denominated in Alternative Currencies. Each Any indemnification payment (including repayments described in by Parent pursuant to this Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency VII shall be made in such Alternative Currency not later than 11:00 a.m. (the time by wire transfer(s) of immediately available funds to one or more accounts designated by Seller. No adjustment payments made by Parent pursuant to Section 1.03 shall be counted for purposes of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent for the account application of the Lenders in accordance with Section 4.4(cMerger Consideration Cap.
(c) in immediately available funds, and All payments shall be made without within 5 Business Days after the final determination that an indemnification payment obligation exists.
(d) Without limiting the foregoing, in no event will Parent or the Surviving Corporation, in connection with any indemnification claim or dispute, set-off, counterclaim discount, net or deduction whatsoever. Any payment received after such time but before 12:00 noon (otherwise diminish any amounts payable by them to Seller or any of its Affiliates under the time of the Administrative Agent's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesTransition Services Agreement.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated Each Loan shall be repaid and each payment of interest thereon shall be paid in Dollarsthe currency in which such Loan was made. Each payment (including repayments described in Article II) by any Borrower of the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte Chicago time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte Chicago time) on such day shall be deemed a payment on such date for the purposes of Section 12.18.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Chicago time) shall be deemed to have been made on the next succeeding Business Day for all purposes. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender’s Commitment Percentage (except as specified below) and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent of Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Section 3.8, 3.9, 3.10, 3.11 or 10.2 shall be paid to the Administrative Agent for the account of the applicable Lender. Subject to Section 3.1(b)(ii) if any payment under this Agreement or any Note shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment.
(b) Loans Denominated in Alternative Currencies. Each payment (including repayments described in Article II) by Notwithstanding the foregoing provisions of this Section 3.4, if, after the making of any Borrower on account of the principal of or interest on the Loans denominated Loan in any Alternative Currency shall be currency other than Dollars, currency control or exchange regulations are imposed in the country which issues such currency, or any other event occurs, in each case with the result that the type of currency in which the Loan was made in such Alternative Currency not later than 11:00 a.m. (the time of “Original Currency”) no longer exists or would no longer be an Eligible Currency or the Administrative Agent's Correspondent) on the date specified for Borrowers are not able to make payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent Agent for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundssuch Original Currency, and shall then all payments to be made without any set-off, counterclaim or deduction whatsoever. Any payment received after by the Borrowers hereunder in such time but before 12:00 noon currency shall instead be made when due in Dollars in an amount equal to the Dollar Amount (the time as of the Administrative Agent's Correspondentdate of repayment) on of such day shall be deemed a payment on such date for due, it being the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time intention of the Administrative Agent's Correspondent) shall be deemed to have been made on parties hereto that the next succeeding Business Day for Borrowers take all purposesrisks of the imposition of any such currency control or exchange regulations.
Appears in 1 contract
Sources: Credit Agreement (Grainger W W Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIany prepayment) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Loans, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable amount owed to the Lenders Banks or the Administrative Agent under this Agreement Agreement, the Notes, or any Note (except as set forth in Section 4.4(b)) the other Loan Documents shall be made in Dollars not later than 1:00 p.m. (Charlotte Eastern time) on the date specified for payment under this Agreement or such other Loan Document to the Administrative Agent to an account designated by the Administrative Agent, for the account of the Lenders in accordance with Section 4.4(c) at Banks, the Issuing Bank or the Administrative Agent's Office, as the case may be, in lawful money of the United States of America in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received by the Administrative Agent after such time but before 2:00 p.m. 12:00 noon (Charlotte Eastern time) on such day shall be deemed received on the next Business Day for purposes of interest accrual. In the case of a payment on such date for the purposes account of a Bank or the Issuing Bank, then, subject to the provisions of Section 12.12.9 of this Agreement, but for all other purposes the Administrative Agent will promptly thereafter distribute the amount so received in like funds to such Bank or the Issuing Bank. If the Administrative Agent shall not have received any payment from the Borrower as and when due, the Administrative Agent will promptly notify the Banks and, if appropriate, the Issuing Bank, accordingly, and the Administrative Agent shall not be obligated to make any distributions under this Section 2.8.
(b) If any payment under this Agreement or any of the Notes shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day. Any payment received after 2:00 p.m. (Charlotte time) , and such extension of time shall in such case be deemed to have been made on the next succeeding Business Day for all purposesincluded in computing interest and fees, if any, in connection with such payment.
(bc) Loans Denominated The Borrower may not make payments, in Alternative Currencies. Each payment (including repayments described in Article II) by any Borrower on account of the principal of or interest on the Loans denominated in any Alternative Currency shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment aggregate, under this Agreement (excluding any payments specifically required pursuant to the Administrative Agent's account with terms of this Agreement) more than (i) two (2) times in any calendar month plus (ii) four (4) additional times in any twelve (12) calendar month period. In any event, the Administrative Agent's Correspondent for Borrower may not make, in the account aggregate, more than twenty-eight (28) payments (excluding any payments specifically required pursuant to the terms of this Agreement) under this Agreement in any twelve (12) calendar month period.
(d) The Borrower agrees to pay principal, interest, fees, and all other amounts due hereunder or under the Notes and Letter of Credit Obligations without set-off or counterclaim or any deduction whatsoever.
(e) The Borrower agrees that it will indemnify and hold harmless each Bank and each of their respective employees, representatives, officers and directors from and against any and all claims, liabilities, obligations, losses (other than loss of profits), damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever (including reasonable attorneys' fees, but excluding taxes) which may be imposed on, incurred by or asserted against such Bank in any way relating to or arising out of the Lenders in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time making of the Administrative Agent's Correspondent) on Loans, except that the Borrower shall not be liable to such day shall be deemed a payment on Bank for any portion of such date for claims, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, or disbursements resulting from the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time gross negligence or willful misconduct of the Administrative Agent's Correspondentsuch Bank or any such claims, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements arising solely out of a controversy among the Banks. This Section 2.4(h) shall be deemed to have been made on the next succeeding Business Day for all purposessurvive termination of this Agreement.
Appears in 1 contract
Sources: Loan Agreement (Horton D R Inc /De/)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term B Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term B Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (O Charleys Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lenders' fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsapplicable Issuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of ----------------- the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir --- ---- respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in --- ---- accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time account of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Revolving Credit Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Revolving Credit Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage (b) Loans Denominated in Alternative Currenciesexcept as specified below), and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and L/C Participants. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Section 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.15.1(b)(ii), but for all other purposes if any payment under this Agreement or any Revolving Credit Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated . Upon receipt by the Agent of each such payment, the Agent shall distribute in Alternative Currenciesa timely manner to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Commitment Percentage and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participant's commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Agent of Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Agent for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time account of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesapplicable Lender.
Appears in 1 contract
Sources: Credit Agreement (Cornerstone Realty Income Trust Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) PRO RATA in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 4.1(b)(ii) in any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Hickory Tech Corp)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article IIprepayments) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of Advances, fees, and any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders amount owed under this Agreement or any Note (except as set forth in Section 4.4(b)) other Loan Document shall be made in Dollars not later than 1:00 p.m. 12:00 noon (Charlotte Dallas, Texas time) on the date specified for payment under this Agreement to the Administrative Agent for the account of the Lenders in accordance with Section 4.4(c) at the Administrative Agent's Officeoffice, in lawful money of the United States of America constituting immediately available funds, and .
(b) If any payment under this Agreement or any other Loan Document shall be specified to be made without any set-offupon a day which is not a Business Day, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day it shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding day which is a Business Day, unless such Business Day falls in another calendar month, in which case payment shall be made on the preceding Business Day. Any payment extension of time shall in such case be included in computing interest and fees, if any, in connection with such payment.
(c) The Borrower agrees to pay principal, interest, fees and all other amounts due under the Loan Documents without deduction for set-off or counterclaim or any deduction whatsoever.
(d) All payments received after 2:00 p.m. by the Administrative Agent pursuant to the Loan Documents (Charlotte timeother than from other Lenders) shall be deemed applied as follows:
(i) Prior to have been made on (A) the next succeeding Business Day for occurrence and continuance of an Event of Default and (B) the delivery by the Determining Lenders of the notice to the Administrative Agent referred to in SECTION 2.10(d)(ii)(B) below, the Administrative Agent shall apply all purposessuch payments as specified by the Borrower, between the Revolving Credit Advances or the Facility A Term Loan Advances, the Facility B Term Loan Advances and the Facility C Term Loan Advances to the applicable Advances ratably in accordance with the applicable Specified Percentages.
(bii) Loans Denominated in Alternative Currencies. Each payment If (including repayments described in Article IIA) by any Borrower on account there exists an Event of Default that has occurred and is continuing and (B) the principal of or interest on the Loans denominated in any Alternative Currency Determining Lenders shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement have delivered notice to the Administrative Agent's account with Agent to apply such payments as provided in this SECTION 2.10(d)(ii), the Administrative Agent's Correspondent for Agent shall apply all such payments to reduce the account of Revolving Credit Advances, the Lenders Facility A Term Loan Advances, the Facility B Term Loan Advances, and the Facility C Term Loan Advances ratably in accordance with Section 4.4(c) in immediately available funds, and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (the time of the Administrative Agenteach Lender's Correspondent) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding Business Day for all purposesTotal Specified Percentage.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 3:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 3:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, L/C Participants. Each payment to the Administrative Agent of the Issuing Lender's fees and expenses shall be made without any set-offin like manner, counterclaim but for the account of the Issuing Lender. Each payment to the Administrative Agent of Administrative Agent's fees or deduction whatsoever. Any payment received after such time but before 12:00 noon (expenses shall be made for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte Eastern time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages, in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte Eastern time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Eastern time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
(b) Loans Denominated . Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in Alternative Currenciesaccordance with such Lender's Revolving Credit Commitment Percentage, with respect to Extensions of Credit and shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 4.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Belk Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent’s Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender’s Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender’s fees or interest on the Loans denominated in any Alternative Currency L/C Participants’ commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent’s fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.14.1(b)(ii) if any payment under this Agreement, but for all any Note or any other purposes Loan Document shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Sources: Credit Agreement (Rare Hospitality International Inc)
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any the Borrower on account of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Revolving Credit Commitment Percentages or Term Loan Percentages, as applicable, (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 3:00 p.m. (Charlotte time) on such day shall be deemed a payment on such date for the purposes of of
Section 12.1, 12.1 but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 3:00 p.m. (Charlotte time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such Lender's Revolving Credit Commitment Percentage or Term Loan Percentage, as applicable, (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of or interest on the Loans denominated in any Alternative Currency L/C Participants' commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available funds, and L/C Participants. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 5.8, 5.9, 5.10, 5.11 or 14.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 5.1(b)(ii) if any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
Appears in 1 contract
Manner of Payment. (a) Loans Denominated in Dollars. Each payment (including repayments described in Article II) by any Borrower the Borrowers on account ----------------- of the principal of or interest on the Loans denominated in Dollars or of any fee, commission or other amounts (including the Reimbursement Obligation) payable to the Lenders under this Agreement or any Note (except as set forth in Section 4.4(b)) shall be made in Dollars not later than 1:00 p.m. (Charlotte Philadelphia time) on the date specified for payment under this Agreement to the Administrative Agent at the Administrative Agent's Office for the account of the Lenders (other than as set forth below) pro rata in accordance with Section 4.4(c) at the Administrative Agent's Officetheir respective Commitment Percentages --- ---- (except as specified below), in Dollars, in immediately available funds, funds and shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. (Charlotte Philadelphia time) on such day shall be deemed a payment on such date for the purposes of Section 12.111.1, but for all other purposes shall be deemed to have been made on the next succeeding Business Day. Any payment received after 2:00 p.m. (Charlotte Philadelphia time) shall be deemed to have been made on the next succeeding Business Day for all purposes.
. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with such --- ---- Lender's Commitment Percentage (bexcept as specified below) Loans Denominated in Alternative Currenciesand shall wire advice of the amount of such credit to each Lender. Each payment (including repayments described in Article II) by any Borrower on account to the Administrative Agent of the principal of Issuing Lender's fees or interest on the Loans denominated in any Alternative Currency L/C Participants commissions shall be made in such Alternative Currency not later than 11:00 a.m. (the time of the Administrative Agent's Correspondent) on the date specified for payment under this Agreement to the Administrative Agent's account with the Administrative Agent's Correspondent like manner, but for the account of the Lenders in accordance with Section 4.4(c) in immediately available fundsIssuing Lender or the L/C Participants, and as the case may be. Each payment to the Administrative Agent of Administrative Agent's fees or expenses shall be made without any set-off, counterclaim or deduction whatsoever. Any payment received after such time but before 12:00 noon (for the time account of the Administrative Agent's Correspondent) on such day Agent and any amount payable to any Lender under Sections 4.8, 4.9, 4.10, 4.11 or 13.2 shall be deemed a payment on such date paid to the Administrative Agent for the purposes account of the applicable Lender. Subject to Section 12.1, but for all other purposes 4.1(b)(ii) in any payment under this Agreement or any Note shall be deemed specified to have been be made upon a day which is not a Business Day, it shall be made on the next succeeding Business Day. Any payment received after 12:00 noon (the time of the Administrative Agent's Correspondent) shall be deemed to have been made on the next succeeding day which is a Business Day for all purposesand such extension of time shall in such case be included in computing any interest if payable along with such payment.
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