Payments and Computations. (a) The Borrower shall make each payment hereunder (including expenses) not later than 11:00 A.M. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest to the Lenders, in accordance with the application of payments set forth in clause (d) of this Section 2.8, as applicable, for the account of their respective Lending Offices. Payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed to be received on the next Business Day. (b) All computations of interest shall be made by the Administrative Agent on the basis of a year of 360 days and twelve 30-day months. (c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest. (d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order: (i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders; (ii) second, to pay interest then due and payable in respect of the Loans; (iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and (iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Sources: Subordinated Credit Agreement (Republic Technologies International Holdings LLC)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 12:00 noon (New York City time) on the day when due, in Dollarsthe Applicable Currency, to the Administrative Agent at its address referred an account designated from time to time by the Administrative Agent at a bank in Section 11.8 New York City (or, in the case of payments in euro, at an account designated from time to time by the Administrative Agent as the place for payments in euro) in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.13, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c), Section 2.14(e), Section 2.15 or Section 2.16 shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Line Loans shall be paid only to the Swing Line Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 12:00 noon (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest based on clause (a) of the definition of Base Rate shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and all other computations of interest and fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever Except as otherwise specified herein, whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any LIBO Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans, Tranche A (Euro) Term Loans or Tranche B Term Loans shall be applied as follows: first to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as LIBO Rate Loans with those LIBO Rate Loans which have earlier expiring Interest Periods being repaid prior to those which have later expiring Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Effective Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clause (f) of this Section 2.13 and except as otherwise provided in Section 2.9, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied first, to pay all Obligations then due and payable; and second, as the Borrower so designates. Payments in respect of Swing Line Loans received by the Administrative Agent shall be distributed to the Swing Line Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Tranche A (Euro) Term Loans received by the Administrative Agent shall be distributed to each Tranche A (Euro) Term Loan Lender in accordance with such Lender’s Ratable Portion of the Tranche A (Euro) Term Loans; payments in respect of the Tranche B Term Loans received by the Administrative Agent shall be distributed to each Tranche B Term Loan Lender in accordance with such Lender’s Ratable Portion of the Tranche B Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, if to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default, and agrees that, if an Event of Default has occurred and is continuing, the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Revolving Credit Lenders, the Requisite Tranche A (Euro) Term Loan Lenders and the Requisite Tranche B Term Loan Lenders or (B) the acceleration of the Obligations pursuant to Section 7.2, apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Accounts (including all proceeds arising from any Reinvestment Event that are held in a Cash Collateral Account pending application thereof as specified in a Reinvestment Notice) and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent and the Collateral Agent;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iii) third, to pay Obligations in respect of any fees then due to the Administrative Agent, the Collateral Agent, the Lenders and the Issuers;
(iv) fourth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiiv) thirdfifth, to pay or prepay principal payments on the LoansLoans and Reimbursement Obligations and any Obligations owing with respect to Hedging Contracts and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 7.3, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts and Obligations owing with respect to Hedging Contracts; and
(ivvi) fourthsixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourthsixth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through sixth of this Section 2.13(f) may at any time and from time to time be changed by the agreement of the Requisite Revolving Lenders and the Requisite Term Loan Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer, or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first through third of this Section 2.13(f) may be changed only with the prior written consent of the Administrative Agent and the Collateral Agent in addition to the Requisite Revolving Credit Lenders, the Requisite Tranche A (Euro) Term Loan Lenders and Requisite Tranche B Term Loan Lenders.
(g) The Administrative Agent reserves the right to apply against the repayment of any Obligations owing in any currency, any repayment and other amounts that may be applied in accordance with other provisions of this Agreement to repay such Obligations, regardless of the currency in which such repayments and amounts were received or are held.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.12, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.13(c), 2.13(e), 2.14 or 2.15 shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest based on clause (a) of the definition of Base Rate shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied first to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans with those Eurodollar Rate Loans which have earlier expiring Eurodollar Interest Periods being repaid prior to those which have later expiring Eurodollar Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date, and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clause (f) of this Section 2.12 (and except as otherwise provided in Section 2.8), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied first, to pay principal of and interest on any portion of the Loans which the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; second, to pay all other Obligations then due and payable; and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term A Loans and Term B Loans received by the Administrative Agent shall be distributed to each Term A Loan Lender and Term B Loan Lender in accordance with such Lender's Ratable Portion of such Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, if to the Lenders, in proportion to their respective Ratable Portions.
(f) After the occurrence and during the continuance of an Event of Default, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral, and agrees that the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Revolving Credit Lenders and the Requisite Term A Loan Lenders and the Requisite Term B Loan Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2, apply all payments in respect of any Obligations and all funds on deposit in the Cash Collateral Accounts and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements reimbursement or indemnities indemnity then due to the LendersAdministrative Agent;
(iiiii) secondthird, to pay Obligations in respect of any expense reimbursement or indemnity then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiivi) thirdsixth, to pay or prepay principal payments amounts on first the LoansLoan Sub-Portion and then the other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3, ratably to the aggregate principal amount of such other Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts;
(vii) seventh, to pay Obligations owing with respect to Hedging Contracts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that that:
(A) if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourthseventh, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses; and
(B) The order of priority set forth in clauses first through eighth of this Section 2.12(f) may at any time and from time to time be changed by the agreement of the Requisite Revolving Credit Lenders, the Requisite Term A Loan Lenders and the Requisite Term B Loan Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or any other Person. The order of priority set forth in clauses first through fourth of this Section 2.12(f) may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Revolving Credit Lenders, the Requisite Term A Loan Lenders and the Requisite Term B Loan Lenders.
(g) The Borrower hereby authorizes each Lender and each Affiliate of each Lender, if and to the extent payment owed to such Lender by the Borrower is not made when due hereunder, to charge from time to time against any or all of the Borrower's accounts with such Lender or Affiliate any amount so due.
Appears in 1 contract
Payments and Computations. (a) The Borrower Borrowers shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans), Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days with respect to Eurodollar Rate Loans and twelve 30-365/366 days with respect to all other computations, in each case for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation owing under any Financing Agreement shall be made in Dollars; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Financing Agreements duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Financing Agreement.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in respect the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any of Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Obligations described Administrative Agent shall have received notice from the Borrowers to the Lenders prior to the date on which any payment is due hereunder that the Borrowers will not make such payment in any of the foregoing clauses first through fourthfull, the available funds being applied with respect to any Administrative Agent may assume that the Borrowers have made such Obligation (unless otherwise specified payment in such clause) shall be allocated full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrowers shall not have made such payment of such Obligations ratablyin full to the Administrative Agent, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.AMENDED AND RESTATED CREDIT AGREEMENT
Appears in 1 contract
Sources: Credit Agreement (J Crew Group Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) (Illegality), Section 2.15 (Increased Costs and Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Lender. Payments received by the Administrative Agent after 11:00 A.M. 2:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or 365/366 days in the case of Obligations bearing interest at the Base Rate and twelve 30-the Applicable Unused Commitment Fee Rate), in each case for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans denominated in Dollars shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (in the case of the Administrative Agent, at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the applicable Swing Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Facility; payments in respect of Term Loans in any Tranche received by the Administrative Agent shall be distributed to each Term Lender holding Term Loans in such Tranche in accordance with such Lender’s Ratable Portion of such Tranche; and all payments of fees and all other payments in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such other Obligation (unless otherwise specified in such clause) shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the payment of such Obligations ratablyLenders, based on the in proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.to their respective Ratable Portions. Subject to Section 2.22(c)
Appears in 1 contract
Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, Dollars to the Administrative Agent or the Swing Loan Lender, as applicable, at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business DayDay (in the Administrative Agent’s sole discretion).
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of (i) any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as CREDIT AGREEMENT KNOLOGY, INC. Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods, and (ii) any Term Loans shall be applied pro rata to repay such Loans outstanding as Base Rate Loans and Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment provisions of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Section 2.9
Appears in 1 contract
Sources: Credit Agreement (Knology Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 P.M. (New York City time) on the day when due, in Dollarsdue with respect to any Loan, to the Administrative Agent at its address referred to in Section 11.8 11.9 in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) of this Section 2.8or (f) below, as applicable, for the account of their respective Lending Offices; provided that amounts payable pursuant to Section 2.15, 2.16 or 2.14(b)(ii), (d) or (e) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 2:00 P.M. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for LIBO Rate Loans and Base Rate Loans (other than any Base Rate Loans that bear interest based on clause (b) of the definition of Base Rate) shall be made by the Administrative Agent on the basis of a year of 360 days and twelve 30-actual days elapsed (including the first day monthsbut excluding the last day). All other computations of fees and interest shall be made on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed (including the first day but excluding the last day). Each determination by the Administrative Agent of an interest rate hereunder shall be prima facie evidence thereof.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided that if such extension would cause payment of interest on or principal of any LIBO Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans of a Borrower shall, unless otherwise directed by Borrower, be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as LIBO Rate Loans, with those LIBO Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from Borrower to the Lenders prior to the date on which any payment is due hereunder that Borrower will not make such payment in full, the Administrative Agent may assume that Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clauses (c) above and clauses (f) and (g) below (and except as otherwise provided in Sections 2.8 and 2.9), all payments and any other amounts received by the Administrative Agent from or for the benefit of Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or Borrower, second, to pay all other Obligations then due and payable in the following manner: payments in respect of any Revolving Loan received by the Administrative Agent from or for the benefit of Borrower shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of such Revolving Loan of Borrower; payments in respect of any Tranche of Term Loans received by the Administrative Agent from or for the benefit of Borrower shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of Term Loans of such Tranche; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions of the applicable Facility; and third, as Borrower so designates.
(f) Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, if an Event of Default exists, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2, shall apply all payments in respect of any Secured Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) firstFirst, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or Borrower;
(ii) Second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiii) secondThird, to pay Secured Obligations in respect of any expense reimbursements (excluding Reimbursement Obligations) or indemnities then due to the Lenders and the Issuers;
(iv) Fourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent and the Issuers;
(v) Fifth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations and fees then due to the Lenders;
(iiivi) thirdSixth, to pay or prepay principal payments amounts on the LoansLoans and Reimbursement Obligations, to provide Cash Collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.4 and to pay or prepay amounts owing on Secured Obligations in respect of Hedging Contracts and Cash Management/Letter of Credit Obligations, ratably to the aggregate principal amount of all such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts and Secured Obligations owing with respect to Hedging Contracts and Cash Management/Letter of Credit Obligations; and
(ivvii) fourthSeventh, to the ratable payment of all other Secured Obligations; provided, however, provided that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first through first, second, third, fourth, fifth, sixth and seventh above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of the Secured Obligations specified in such Obligations clause ratably, based on the proportion of the Administrative Agent’s, each Lender's ’s or Issuer’s and each other Secured Party’s interest in the aggregate outstanding Secured Obligations described in such clauses. The order of priority set forth in clauses first, second, third, fourth, fifth, sixth and seventh above may at any time and from time to time be changed by the agreement of each Lender directly and adversely affected thereby without necessity of notice to or consent of or approval by Borrower, any other Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first, second, third and fourth above may be changed only with the prior written consent of the Administrative Agent and the Issuer in addition to each Lender directly and adversely affected thereby.
(g) At the option of the Administrative Agent and upon notice to Borrower, principal on the Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans may be paid from the proceeds of Revolving Loans made on behalf of Borrower. Borrower hereby authorizes the Revolving Credit Lenders to make Revolving Loans hereunder from time to time in the Revolving Credit Lender’s discretion, that are in the amounts of any and all interest, fees, expenses and other sums payable in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Revolving Credit Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. Borrower agrees that all such Revolving Loans so made on its behalf shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2, which conditions the applicable Revolving Credit Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
(h) If any Lender is a Defaulting Lender, such Defaulting Lender shall be deemed to have assigned any and all payments in respect of the Obligations and any proceeds of Collateral due to it from or for the benefit of Borrower to the Non-Defaulting Lenders for application to, and reduction of, their Ratable Portion of all Obligations until such Non-Defaulting Lenders have been repaid in full. Such Defaulting Lender hereby authorizes the Administrative Agent to distribute such payments to the Non-Defaulting Lenders in accordance with Section 2.9(d) and this Section 2.13. This Section 2.13(h) shall apply and be effective regardless of whether an Event of Default has occurred and is the continuing and notwithstanding (i) any other provision of this Agreement to the contrary or (ii) any instruction of Borrower as to its desired application of payments.
Appears in 1 contract
Payments and Computations. (a) The Except as provided in this Section 2.14 (Payments and Computations), each Borrower shall make each payment required to be made by it hereunder (including fees and expenses) not later than 11:00 A.M. 12:00 p.m. (New York City timeLocal Time) on the day when due, in the currency specified herein (or, if no currency is specified, in Dollars), to the Administrative Agent at its address referred to in Section 11.8 11.9 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause Section 2.10(c) (dMandatory Prepayments) of this Section 2.8and in clauses (f) or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.16 (Capital Adequacy), 2.17 (Taxes) or Section 2.15(c) (Increased Costs) or (d) (Illegality) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 12:00 p.m. (New York City timeLocal Time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of (i) 365 days for Base Rate Loans and (ii) 360 days for Eurocurrency Loans, in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except for Eurocurrency Loans which have been converted to Base Rate Loans denominated in Dollars hereunder, each payment by the Borrowers in respect of any Loan or Reimbursement Obligation (including interest or fees in respect thereof other than the Unused Commitment Fee) shall be made in the currency in which such Loan was made or such Letter of Credit was issued.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments made in Dollars of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from a Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the such Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, Credit Agreement HLI Operating Company, Inc. H▇▇▇▇ Lemmerz Finance LLC — Luxembourg S.C.A. for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) All payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of the Dollar Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender on a pro rata basis in accordance with the amount of the such Revolving Loans held by it in respect of the aggregate outstanding Revolving Credit Loans denominated in Dollars; payments in respect of Euro Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender on a pro rata basis in accordance with the amount of the Euro Revolving Loans held by it in respect of the aggregate outstanding Euro Revolving Loans; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each applicable Term Loan Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such other Obligation (unless otherwise specified in such clause) shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the payment Lenders, in proportion to their respective Ratable Portions. Except for payments and other amounts applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.10(c) (Mandatory Prepayments)), all payments and any other amounts made to or received by any Agent, Lender or Issuer from, or for the benefit of, each Borrower shall be applied as follows, solely for the account of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Borrower:
Appears in 1 contract
Payments and Computations. (a) The Borrower Borrowers shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, (i) with respect to Loans and Reimbursement Obligations denominated in Dollars, in Dollars, and (ii) with respect to Multicurrency Loans or Reimbursement Obligations denominated in an Alternate Currency, in the Alternate Currency in which such Loan or the Letter of Credit or Bankers' Acceptance giving rise to such Reimbursement Obligation was made to the Administrative Agent at its address referred to in Section 11.8 9.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders or the Canadian Lenders, as applicable, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.14, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15(c), 2.16 or 2.17 shall be paid only to the affected Lender or Lenders and amounts payable with respect Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest based on clause (a)(i) or (b)(i) of the definition of "Base Rate" or "BA Rate" shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourthnext calendar month, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) payment shall be allocated to the payment of such Obligations ratably, based made on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesimmediately preceding Business Day.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including expenses) to be made by it not later than 11:00 A.M. (New York City time) on the day when due, due in Dollars, Dollars to the Administrative Agent at its New York address referred to in Section 11.8 9.2, in immediately available funds same day funds, without set-off deduction, counterclaim or counterclaimoffset of any kind. The Administrative Agent will promptly thereafter cause to be distributed immediately available like funds relating to the payment of principal principal, interest or interest letter of credit fees to the Lenders, in accordance with the application of payments set forth in clause (d) of this Section 2.8, as applicable, Banks for the account of their respective Lending Offices. Payments received by , and like funds relating to the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed payment of any other amount payable to any Bank to such Bank for the account of its Lending Office, in each case to be received on applied in accordance with the next Business Dayterms of this Agreement. The Paying Agent will promptly pay to the Collateral Agent like funds relating to the payment of any amount payable to the Collateral Agent. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.1(a), any other fee paid to the Agent, as such or any fronting fee paid to an Issuing Bank pursuant to Section 2.1(b).
(b) [Intentionally Omitted]
(i) All computations of interest based on clause (a) or clause (b) of the definition herein of Base Rate shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and (ii) all computations of interest based on the Federal Funds Rate or clause (c) of the definition herein of Base Rate shall be made by the Agent, and all computations of letter of credit fees shall be made by the Issuing Banks that issued the relevant Letter of Credit, on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or letter of credit fees are payable. Each determination by the Agent of an interest rate or fee hereunder shall be conclusive and twelve 30-day monthsbinding for all purposes, absent manifest error.
(cd) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or letter of credit fee, as the case may be.
(de) All payments in respect of Unless the Agent shall have received notice from the Borrower prior to the date on which any Obligations and all other proceeds of Collateral shall be applied payment is due by the Administrative Borrower to any Bank hereunder that the Borrower will not make such payment in full, the Agent may assume that the Borrower has made such payment in full to the following order:
(i) firstAgent on such date and the Agent may, in reliance upon such assumption, cause to pay Obligations in respect of any expense reimbursements or indemnities be distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the Lenders;
(ii) second, to pay interest then due and payable extent the Borrower shall not have so made such payment in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably full to the aggregate principal amount of such Loans; and
(iv) fourthAgent, each Bank shall repay to the ratable payment of all other Obligations; providedAgent forthwith on demand such amount distributed to such Bank together with interest thereon, however, that if sufficient funds are not available for each day from the date such amount is distributed to fund all payments to be made in respect of any of such Bank until the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any date such Obligation (unless otherwise specified in Bank repays such clause) shall be allocated amount to the payment of such Obligations ratablyAgent, based on at the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesFederal Funds Rate.
Appears in 1 contract
Payments and Computations. (a) The a. Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Lending Officesapplicable lending offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(e) or (f) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) b. All computations of interest in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
c. Each payment by the Borrowers of any Loan, Reimbursement Obligation (cincluding interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
d. Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the EXHIBIT 10.1 ANNEX A case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
e. Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (dat the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) All for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
f. Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
g. Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) i. first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
ii. second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) . third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made Obligations in respect of any of expense reimbursements or indemnities then due to the Obligations described in any of Lenders and the foregoing clauses first through Issuers; EXHIBIT 10.1 ANNEX A iv. fourth, the available funds being applied with to pay Obligations in respect to of any such Obligation (unless otherwise specified in such clause) shall be allocated fees then due to the payment of such Obligations ratablyAdministrative Agent, based on the proportion of each Lender's interest in Lenders and the aggregate outstanding Obligations described in such clauses.Issuers;
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 9.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause Section 2.7 (dMandatory Prepayments) of this Section 2.8and in clauses (f) or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.13 (Capital Adequacy), 2.14 (Taxes) or Section 2.12(c) (Increased Costs) or (d) (Illegality) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.7 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.7 (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or, in the case of interest accruing at the Base Rate, 365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment provisions of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Section 2.9
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 12:00 noon (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 12:00 noon (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed CREDIT AGREEMENT CONSTAR INTERNATIONAL INC. by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9 (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including expenses) to be made by it not later than 11:00 A.M. (New York City time) on the day when due, due in Dollars, U.S. dollars to the Administrative Agent at its New York address referred to in Section 11.8 8.02 in immediately available funds without set-off or counterclaimsame day funds. The Administrative Agent will promptly thereafter cause to be distributed immediately available like funds relating to the payment of principal principal, interest or interest commitment fees ratably (other than amounts payable pursuant to Sections 2.02(c), 2.07, 2.11, 2.14, 2.16 or 8.04(b)) to the Lenders, in accordance with the application of payments set forth in clause (d) of this Section 2.8, as applicable, Banks for the account of their respective Applicable Lending Offices. Payments received by , and like funds relating to the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed payment of any other amount payable to any Bank to such Bank for the account of its Applicable Lending Office, in each case to be received on applied in accordance with the next Business Dayterms of this Agreement. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.03(b), any auction fee paid to the Agent pursuant to Section 2.16(a)(i) or any other fee paid to the Agent, as such.
(b) [Intentionally omitted.]
(i) All computations of interest based on clause (a) of the definition herein of Base Rate and of commitment fees shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and (ii) all computations of interest based on the Eurodollar Rate, the Federal Funds Rate or clause (b) of the definition herein of Base Rate shall be made by the Agent, and all computations of interest pursuant to Section 2.07 shall be made by a Bank, on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or commitment fees are payable. Each determination by the Agent (or, in the case of Section 2.07, by a Bank) of an interest rate hereunder shall be conclusive and twelve 30-day monthsbinding for all purposes, absent manifest error.
(cd) Whenever any payment hereunder or under the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or commitment fee, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of Eurodollar Rate Advances to be made in respect of the next following calendar month, such payment shall be made on the next preceding Business Day.
(e) Unless the Agent shall have received notice from a Borrower prior to the date on which any of the Obligations described payment is due by such Borrower to any Bank hereunder that such Borrower will not make such payment in any of the foregoing clauses first through fourthfull, the available funds being applied with respect to any Agent may assume that such Obligation (unless otherwise specified Borrower has made such payment in such clause) shall be allocated full to the Agent on such date and the Agent may, in reliance upon such assumption, cause to be distributed to each Bank on such due date an amount equal to the amount then due such Bank hereunder. If and to the extent such Borrower shall not have so made such payment of in full to the Agent, each Bank shall repay to the Agent forthwith on demand such Obligations ratablyamount distributed to such Bank together with interest thereon, based on for each day from the proportion of each Lender's interest in date such amount is distributed to such Bank until the aggregate outstanding Obligations described in date such clausesBank repays such amount to the Agent, at the Federal Funds Rate.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 p.m. (New York City time) on the day when due, due in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 8.8 (Notices, Etc.) in immediately available funds without set-set off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 2:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or 365/366 days in the case of Obligations bearing interest at the Base Rate), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) In lieu of making any payment permitted or required under this Agreement other than on the last day of the Interest Period therefor so long as no Default or Event of Default shall have occurred and be continuing, the Borrower at its option may deposit with the Administrative Agent an amount equal to the amount of the Loan to be prepaid and such Loan shall be repaid on the last day of the Interest Period therefor in the required amount; provided that interest in respect of such Loan shall continue to accrue at the rate provided hereunder until such amount shall have been applied in full to prepay the Loans. Such deposit shall be held by the Administrative Agent in an escrow account established on terms reasonably satisfactory to the Administrative Agent. Such deposit shall constitute cash collateral for the Loans; provided that the Borrower may at any time direct that such deposit be applied to make the applicable payment required pursuant to this Section 2.10 (Interest); provided, further, that while a Default or Event of Default has occurred and is continuing, the Administrative Agent may apply such deposit to make the applicable payment required under this Agreement.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(de) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 6.2 (Remedies) shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iii) third, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders;
(iv) fourth, to pay interest then due and payable in respect of the Loans;
(iiiv) thirdfifth, to pay or prepay principal payments amounts on the Loans, ratably to the aggregate principal amount of such Loans; and
(ivvi) fourthsixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v) and (vi) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of each the Administrative Agent’s or Lender's ’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v) and (vi) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower or by any other Person that is not a Lender. The order of priority set forth in clauses (i) and (ii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 8.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (de) of this Section 2.8or (f) below, as applicable, for the account of their respective Lending Offices; provided, however, that amounts payable pursuant to Section 2.11 (Capital Adequacy), Section 2.12 (Taxes) or Section 2.10(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the SECOND LIEN CREDIT AGREEMENT AMKOR TECHNOLOGY, INC. Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Eurodollar Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (f) below (or required to be applied in accordance with Section 2.6 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loan the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Term Loan received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and all other any proceeds of Collateral shall be applied by after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.6 (Mandatory Prepayments) and clause (e) above, but subject to the provisions of the Intercreditor Agreement, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 6.2 (Remedies), shall apply all such payments and all proceeds of Collateral in the following order:
: (i) first, to pay interest on and then principal of any portion of the Term Loan that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; (ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent; (iii) third, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
; (iiiv) secondfourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent and the Lenders; (v) fifth, to pay interest then due and payable in respect of the Loans;
Term Loan; (iiivi) thirdsixth, to pay or prepay principal payments amounts on the Loans, Term Loan ratably to the aggregate principal amount of such the Term Loans; and
and (ivvii) fourthseventh, to the ratable payment of all other Secured Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Secured Obligation ratably, based on the proportion of the Administrative Agent's and each Lender's interest in the aggregate outstanding Secured Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be SECOND LIEN CREDIT AGREEMENT AMKOR TECHNOLOGY, INC. changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or by any other Person that is not a Lender. The order of priority set forth in clauses (i), (ii), (iii), and (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Second Lien Credit Agreement (Amkor Technology Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the applicable Swing Lender. Payments received by the Administrative Agent after 11:00 A.M. 2:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or 365/366 days in the case of Obligations bearing interest at the Base Rate and twelve 30-the Applicable Unused Commitment Fee Rate), in each case for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans denominated in Dollars shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Company to the Administrative Agent in writing (which writing may be by telecopy or electronic mail) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods; provided, however, that if the Company fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (in the case of the Administrative Agent, at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Company so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the applicable Swing Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Facility; payments in respect of Term B-1 Loans received by the Administrative Agent shall be distributed to each Term B-1 Lender in accordance with such Lender’s Ratable Portion of the Term B-1 Loan Facility; payments in respect of Term B-2 Loans received by the Administrative Agent shall be distributed to each Term B-2 Lender in accordance with such Lender’s Ratable Portion of the Term B-2 Loan Facility; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9(c) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 3:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) of this Section 2.8or (f) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) (Increased Costs) or (d) (Illegality) shall be paid only to any affected Lender (or, if to the Fronting Lender, only to the extent of the interest of the affected Tranche B Investor) and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 3:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clause (f) below (and except as otherwise provided in Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable, and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, during such time, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, deliver a Blockage Notice to each Deposit Account Bank and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first: First, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; Second, to pay interest on and then principal of any Swing Loan; Third, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Lenders;
Administrative Agent; Fourth, to pay Obligations in respect of any expense reimbursements or indemnities (iiincluding fees and expenses in respect of cash management services) secondthen due to the Lenders and the Issuers; Fifth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; Sixth, to pay interest then due and payable in respect of the Revolving Loans (ratably to the aggregate principal amount of such Revolving Loans;
(iii) thirdand Reimbursement Obligations; Seventh, to pay or prepay principal payments amounts on the LoansRevolving Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Revolving Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(iv) fourthand Eighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourtheighth above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through eighth above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first through fifth above may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the proceeds of Swing
Appears in 1 contract
Sources: Credit Agreement (Washington Group International Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Term SOFR Loans, Daily Simple SOFR Loans and EURIBOR Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(b) All computations of interest for Base Rate Loans determined by reference to the rate of interest specified in clause (a) of the definition “Base Rate” shall be made by the Administrative Agent on the basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days and twelve 30elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day monthsyear) or, in the case of interest in respect of Loans denominated in Euros as to which market practice differs from the foregoing, in accordance with such market practice. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Term SOFR Loan or EURIBOR Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans, second, to repay such Loans outstanding as Daily Simple SOFR Loans and then, to repay such Loans outstanding as Term SOFR Loans and EURIBOR Rate Loans, ratably, with those Term SOFR Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment provisions of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Section 2.9
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Base Rate Loans determined by reference to the rate of interest specified in clause (a) of the definition “Base Rate” shall be made by the Administrative Agent on the basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days and twelve 30elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day monthsyear) or, in the case of interest in respect of Loans denominated in Euro as to which market practice differs from the foregoing, in accordance with such market practice. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan or EURIBOR Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans and EURIBOR Rate Loans, ratably, with those Eurocurrency Rate Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9(b) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and expenses) not later than 11:00 A.M. (New York City time) 2:00 p.m. on the day when due, (i) in Dollarsthe case of Loans, (ii) in the case of any accrued interest payable on a Loan, and (iii) in the case of all other payments under each Loan Document, in Dollars except as otherwise expressly provided herein or therein, in each case to the Administrative Agent Agent, for the account of the respective Lenders to which such payment is owed, at its address referred to the applicable Administrative Agent’s Office for payment and in Section 11.8 in immediately available funds Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly thereafter cause distribute to be distributed immediately available funds relating to the payment of principal each Lender its Pro Rata Share (or interest to the Lenders, in accordance with the application of payments set forth in clause (dother applicable share as provided herein) of this Section 2.8, such payment in like funds as applicable, for the account of their respective received by wire transfer to such Lender’s Lending OfficesOffice. Payments All payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall 2:00 p.m. may, at the Administrative Agent’s discretion, in each case be deemed to be received on the next succeeding Business DayDay and any applicable interest or fee shall continue to accrue.
(b) All computations of interest for Base Rate Loans shall be made by the Administrative Agent on the basis of a year of 360 365 days or 366 days, as the case may be, and twelve 30actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360-day monthsyear and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency RateSOFR Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurocurrency RateSOFR Loans, with those Eurocurrency RateSOFR Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may (but shall not be so required to), in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in Same Day Funds, then each Lender shall repay to the Administrative Agent forthwith on demand the portion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the applicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.2(b) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, the Loans for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such other Obligation (unless otherwise specified in such clause) shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the payment of such Obligations ratablyLenders, based on the in proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesto their respective Ratable Portions.
Appears in 1 contract
Sources: Credit Agreement (eHealth, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to (i) in the Administrative case of any payments in respect of the Revolving Credit Facility, the Revolving Facility Agent and (ii) in the case of any payments in respect of the Term Loan Facility, the Term Facility Agent, in each case, at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The applicable Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the applicable Lenders, in accordance with the application of payments set forth in clause clauses (df) and (g) of this Section 2.82.13, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c), Section 2.14(e), Section 2.15 or Section 2.16 shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the applicable Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next succeeding Business Day.
(b) All computations of interest and of fees shall be made by the applicable Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the applicable Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) If and to the extent any payment owed to any Facility Agent or any Lender is not made when due, each Loan Party hereby authorizes such Facility Agent and such Lender, to setoff and charge any amount so due against any deposit account maintained by such Loan Party with such Facility Agent or such Lender, whether or not the deposit therein is then due.
(d) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit Issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agents or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(e) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied first to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans with those Eurodollar Rate Loans which have earlier expiring Eurodollar Interest Periods being repaid prior to those which have later expiring Eurodollar Interest Periods.
(df) All Unless the Revolving Facility Agent (in the case of payments under the Revolving Credit Facility) or the Term Facility Agent (in the case of payments under the Term Loan Facility) shall have received notice from the Borrower to the applicable Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, such Administrative Agent may assume that the Borrower has made such payment in full to such Administrative Agent on such date and such Administrative Agent may, in reliance upon such assumption, cause to be distributed to each relevant Lender on such due date an amount equal to the amount then due such Lender. If and to the extent the Borrower shall not have made such payment in full to such Administrative Agent, each relevant Lender shall repay to such Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to such Administrative Agent.
(g) Subject to the provisions of clause (h) of this Section 2.13 (and except as otherwise provided in Section 2.9), all payments and any other amounts received by any Administrative Agent from or for the benefit of the Borrower or any other Loan Party shall be applied first, in the case of payments under the Revolving Credit Facility, to pay principal of and interest on any portion of the Loans which the Revolving Facility Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Revolving Credit Lender, for which the Revolving Facility Agent has not then been reimbursed by such Lender or the Borrower; second, to pay all other Obligations then due and payable; and then, as the Borrower so designates. Payments in respect of Swing Loans received by the Revolving Facility Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Revolving Facility Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Term Facility Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the Issuers as are entitled thereto, and, if to the Lenders, in proportion to their respective Ratable Portions.
(h) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Secured Obligations and all other any proceeds of Collateral after the occurrence and during the continuance of an Event of Default, and agrees that upon the termination of the Commitments or the acceleration of the Obligations pursuant to Section 9.2, (i) the Facility Agents shall apply all payments made to or received by any Facility Agent, any Lender or any Issuer constituting proceeds of Collateral (including all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice)) in accordance with the Intercreditor Agreement and (ii) all other payments made to or received by any Facility Agent, any Lender or any Issuer shall be applied by the Administrative Agent Facility Agents in the following order:
(i) : first, to pay interest on and then principal of any portion of the Revolving Loans which the Revolving Facility Agent may have advanced on behalf of any Revolving Credit Lender for which the Revolving Facility Agent has not then been reimbursed by such Lender or the Borrower; second, to pay interest on and then principal of any Swing Loan; third, to pay Secured Obligations in respect of any expense reimbursements (including indemnities) or indemnities Cash Management Obligations then due to the Lenders;
Facility Agents; fourth, to pay Secured Obligations in respect of any expense reimbursements (iiincluding indemnities) secondthen due to the Lenders and the Issuers; fifth, to pay Secured Obligations in respect of any fees then due to the Facility Agents, the Lenders and the Issuers; sixth, to pay interest then due and payable in respect of the Loans;
(iii) thirdLoans and Reimbursement Obligations; seventh, to pay or prepay principal payments on the LoansLoans and Reimbursement Obligations, to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 and to pay or prepay principal amounts on Secured Obligations in respect of Hedging Contracts and Cash Management Obligations, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations, Letter of Credit Undrawn Amounts, Hedging Contracts and Cash Management Obligations; and
(iv) fourtheighth, to the ratable payment of all other Secured Obligations; and ninth, as directed by the Borrower. provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourtheighth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the applicable Agent’s and each applicable Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata and then to the Lenders; provided, further, that any funds on deposit in the Special Cash Collateral Account shall be applied first to Obligations in respect of the Collateralized Letters of Credit (and to the extent such Collateralized Letters of Credit are undrawn, to continue to collateralize such Collateralized Letters of Credit) and then in the order of priority set forth above in clauses first through ninth. The order of priority set forth in clauses first through eighth of this Section 2.13(h) may at any time and from time to time be changed by the agreement of the Requisite Lenders and each adversely affected Lender without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or an Issuer, or any other Person. The order of priority set forth in clauses first through fifth of this Section 2.13(h) may be changed only with the prior written consent of the Administrative Agents and in addition to the Requisite Lenders.
(i) At the option of the Revolving Facility Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Swing
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. noon (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount CREDIT AGREEMENT U.S. CONCRETE, INC. distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9 (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Sources: Credit Agreement (Us Concrete Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.13 (Capital Adequacy), Section 2.14 (Taxes) or Section 2.12(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or, in the case of Term Loans bearing interest based on Citibank’s base rate, 365 days), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Term Loan (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Term Loan was made or such cost, expense or other Obligation was incurred; provided, however, that other than for payments in respect of a Term Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may Term Loan Agreement Collective Brands Finance, Inc. specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied as follows: first, to repay such Term Loans outstanding as Base Rate Loans and then, to repay such Term Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.7(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Term Loans and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.7(c) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including expenses) not fees and expenses)not later than 11:00 A.M. 1:00 p.m. (New York City time) ), on the day when due, in Dollars, except as specified inthe following sentence, to the Administrative Agent at its address referred to in Section 11.8 the Agent’s Office for payments in immediately available funds without set-off fundswithout setoff or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available immediatelyavailable funds relating to the payment of principal principal, interest or interest fees to the Lenders, applicable Lending Offices ofthe applicable Lenders for such payments ratably in accordance with the application amount of payments set forth in clause (d) of this such principal,interest or fees due and owing to such Lenders on such date; provided, however, that amounts payablepursuant to Section 2.8, as applicable, for 2.14 or Section 2.15 shall be paid only to the account of their respective Lending Officesaffected Lender or Lenders. Payments received Paymentsreceived by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall shall, at the option of the Agent, be deemed to deemedto be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basisof a year of 360 days (other than computations of interest for Base Rate Term Loans calculated byreference to the Prime Rate, which shall be made by the Agent on the basis of a year of 360 365 or 366 days,as the case may be, in each case, for the actual number of days (including the first day but excluding thelast day) occurring in the period for which such interest and twelve 30-day monthsfees are payable). Each determination bythe Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifesterror.
(c) [Reserved].
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business aBusiness Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such andsuch extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees,as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that that, if sufficient funds are not available to fund all payments such extension would cause payment of interest on orprincipal of any Term SOFR Term Loan to be made in respect the next calendar month, such payment shall bemade on the immediately preceding Business Day. All repayments of Term Loans shall be applied asfollows: first, to repay such Term Loans outstanding as Base Rate Term Loans, and second, to repaysuch Term Loans outstanding as Term SOFR Term Loans, with those Term SOFR Term Loans havingearlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Agent shall have received notice from the Borrower to the Lendersprior to the date on which any of payment is due hereunder that the Obligations described in any of the foregoing clauses first through fourthBorrower will not make such paymentin full, the available funds being applied with respect to any Agent may assume that the Borrower has made such Obligation (unless otherwise specified payment in such clause) shall be allocated full to the Agent on suchdate and the Agent may, in reliance upon such assumption, cause to be distributed to each applicableLender on such due date an amount equal to the amount then due such Lender. If and to the extent thatthe Borrower shall not have made such payment of in full to the Agent, each applicable Lender shall repayto the Agent forthwith on demand such Obligations ratablyamount distributed to such Lender together with interest thereon(at the Federal Funds Effective Rate for the first Business Day, based on and, thereafter, at the proportion of rate applicable toBase Rate Term Loans) for each Lender's interest in day from the aggregate outstanding Obligations described in date such clausesamount is distributed to such Lender until thedate such Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Incremental Facility Amendment to Credit Agreement (Clean Harbors Inc)
Payments and Computations. (a) The Each payment made by or on behalf of the Borrower shall make each payment hereunder (including fees and expenses) shall be made not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section SECTION 11.8 (NOTICES, ETC.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause CLAUSE (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; PROVIDED, HOWEVER, that amounts payable pursuant to SECTION 2.15 (CAPITAL ADEQUACY), SECTION 2.16 (TAXES) or SECTION 2.14(c) or (d) (SPECIAL PROVISIONS GOVERNING EURODOLLAR RATE LOANS) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest of Base Rate Loans (except where the Base Rate is calculated using CLAUSE (b) of the definition thereof) shall be made by the Administrative Agent on the basis of a year of 365 or, as applicable 366 days for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and fees are payable. All other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by or on behalf of the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; PROVIDED, HOWEVER, that, other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Loan Document.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; PROVIDED, HOWEVER, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or any Tranche of Term Loans shall be applied as follows: FIRST, to repay such Loans outstanding as Base Rate Loans and THEN, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods. 68 CREDIT AGREEMENT PRESTIGE BRANDS, INC.
(de) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full (and the Administrative Agent has not received any notice that such payment shall be made in full by another Loan Party on behalf of the Borrower), the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made (and no Loan Party shall have made on behalf of the Borrower) such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans for the applicable Facility) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of CLAUSE (g) below (or required to be applied in accordance with CLAUSES (c) or (e) of SECTION 2.9 (MANDATORY PREPAYMENTS)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: FIRST, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower (or any Loan Party on behalf of the Borrower), SECOND, to pay all other Obligations then due and payable; and THIRD, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of any Tranche of Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in such Tranche in accordance with such Lender's Ratable Portion of such Tranche; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions in the Facility with respect to which such payment is made.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of CLAUSES (c) or (e) of SECTION 2.9 (MANDATORY PREPAYMENTS) and CLAUSE (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to SECTION 9.2 (REMEDIES), shall, deliver a Blockage Notice to each Deposit Account Bank for each Approved Deposit Account and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied in the order set forth in the Intercreditor Agreement.
(h) The Adminstrative Agent hereby agrees to deliver to each other Agent, promptly upon receipt thereof by the Administrative Agent, each Permitted Acquisition Notice delivered by the Parent to the Administrative Agent and all other notices and information CREDIT AGREEMENT PRESTIGE BRANDS, INC. furnished to the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of connection with any expense reimbursements or indemnities then due Permitted Acquisition pursuant to the Lenders;
(ii) second, to pay interest then due and payable in respect definition of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses"Permitted Acquisition".
Appears in 1 contract
Sources: Credit Agreement (Prestige Brands International, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Base Rate Loans determined by reference to the rate of interest specified in clause (a) of the definition “Base Rate” shall be made by the Administrative Agent on the basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days and twelve 30elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day monthsyear) or, in the case of interest in respect of Loans denominated in Euro as to which market practice differs from the foregoing, in accordance with such market practice. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan or EURIBOR Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans and EURIBOR Rate Loans, ratably, with those Eurocurrency Rate Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9(b) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment required to be made by it hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in DollarsDollars or Euros (depending on the denomination of the Obligation being paid), to the Administrative Agent at its address referred to in Section 11.8 12.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) of this Section 2.8or (f) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.16 (Capital Adequacy), 2.17 (Taxes) or Section 2.15(c) (Increased Costs) or (d) (Illegality) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest (other than the Overdraft Advance Interest Rate) and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent or the Swing Loan Lender, as applicable, of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments made of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the U.S. Borrower to the Lenders prior to the date on which any payment is due hereunder that the applicable Borrower will not make such payment in full, the Administrative Agent may assume that the applicable Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the applicable Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day after such demand, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. CREDIT AGREEMENT FMC CORPORATION
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (f) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of any Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the applicable Borrower, second, to pay all other Obligations then due and payable and third, as the U.S. Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; payments in respect of and Competitive Bid Loans shall be applied ratably to the Competitive Bid Loans then due; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (e) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent funds on deposit in any cash collateral account in the following order:
(i) first: First, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Lenders;
(ii) secondAdministrative Agent; Second, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Lenders and the Issuers; Third, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; Fourth, to pay interest then due and payable in respect of the Loans;
(iii) thirdLoans and Reimbursement Obligations; Fifth, to pay or prepay principal payments amounts on the LoansLoans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, Cash Management Obligations, and Obligations owing with respect to Hedging Contracts; and
(iv) fourthand Sixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourthsixth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s and Issuer’s interest in the aggregate outstanding Obligations described in such clauses; provided, further, that the funds allocated to the Revolving Credit Lenders and Issuers shall be used to pay, first, interest on and then principal of any portion of the Revolving Loans which the CREDIT AGREEMENT FMC CORPORATION Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the applicable Borrower (unless the Administrative Agent shall have received from such Lender, prior to making such Advance, a notice of the type described in Section 2.2(d)), and this proviso and the order of priority set forth in clauses first through second of this Section 2.14(f) may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Revolving Credit Lenders and the Requisite Term Loan Lenders. The order of priority set forth in clauses first through sixth of this Section 2.14(f) may at any time and from time to time be changed by the agreement of the Requisite Revolving Credit Lenders and the Requisite Term Loan Lenders without necessity of notice to or consent of or approval by any Borrower or any other Person.
(g) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans may be paid from the proceeds of Revolving Loans. The U.S. Borrower hereby authorizes the Revolving Credit Lenders to make Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in such Revolving Credit Lender’s discretion, that are in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Loans, and further authorizes the Administrative Agent to give the Revolving Credit Lenders notice of any Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The U.S. Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 (Conditions Precedent to Each Loan and Letter of Credit), which conditions the Revolving Credit Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (FMC Corp)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without deduction, set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.13 (Payments and Computations), as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) (Increased Costs), Section 2.14(e) (Breakage Costs), Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees based on the Base Rate shall be made by the Administrative Agent on the basis of a year of 365/366 days, as the case may be and all computations of all other interest and all fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clause (f) of this Section 2.13 (Payments and Computations) (and except as otherwise provided in Section 2.9 (Mandatory Prepayments), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of and interest on any portion of the Loans that the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable, and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) During the continuance of an Event of Default, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral, and agrees that, notwithstanding the provisions of Section 2.9 (Mandatory Prepayments)and clause (e) above, the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), apply all payments (subject in any event to the restrictions set forth in Section 9.3 (Actions in Respect of Letters of Credit) in respect of the application of amounts funded to a Cash Collateral Account in respect of outstanding Letter of Credit Obligations) in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay interest on and then principal of any Swing Loan;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due the Administrative Agent;
(iv) fourth, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersLenders and the Issuers;
(iiv) secondfifth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(vi) sixth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiivii) thirdseventh, to pay or prepay principal payments on the LoansLoans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, and Obligations owing with respect to Hedging Contracts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourtheighth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through eighth of this clause (f) may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer, or any other Person. The order of priority set forth in clauses first through fifth of this clause (f) may be changed only with the prior written consent of the Administrative Agent in addition to all Lenders. The order of priority in clause second above may be changed only with the prior written consent of all Lenders and the Administrative Agent.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swing
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Lending Officesapplicable lending offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(e) or (f) (Special Provisions Governing SOFR Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any SOFR Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as SOFR Loans, with those SOFR Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Overnight Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in any after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the foregoing clauses first through fourthRequired Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, the available funds being applied with shall, apply all payments in respect to of any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment Obligations of such Obligations ratably, based on the proportion of each Lender's interest Borrower in the aggregate outstanding Obligations described in such clauses.following order:
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower (through the Administrative Agent pursuant to Section 2.7) shall make each payment and prepayment hereunder (including in respect of principal, interest, expenses) , indemnities, fees or other Obligations due from the Borrower to the Administrative Agent or any Lender not later than 11:00 A.M. (New York City time) on the day when due, [***] in Dollars, Dollars to 752805876 23733713 the Administrative Agent at its address referred to in Section 11.8 10.3 or to the Administrative Agent’s Account in immediately available funds without setavailable, same-off or counterclaimday funds. The Administrative Agent will promptly thereafter cause like funds to be distributed immediately available funds relating (i) if such payment by the Borrower is in respect of principal, interest, commitment fees or any other Obligation then payable hereunder and under the other Transaction Documents to the payment of principal or interest more than one Lender, then to the Lenders, such Lenders ratably in accordance with the application amounts of payments set forth in clause such respective Obligations then payable to such Lenders and (dii) of this Section 2.8, as applicable, for the account of their respective Lending Offices. Payments received if such payment by the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed Borrower is in respect of any Obligation then payable hereunder to one Lender, then to such Lender, in each case to be received on the next Business Day.
(b) applied in accordance with Section 2.7. All computations of interest based on SOFR shall be made by the Administrative Agent on the basis of a year of 360 days and twelve 30-in each case for the actual number of days (including the first day months.
(cbut excluding the last day) Whenever any payment hereunder shall be stated to be due occurring in the period for which such interest is payable. All computations of interest based on a day other than a Business Day, such payment the Alternative Rate shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, in each case for the actual number of days (including the first day but excluding the last day) occurring in the following order:period for which such interest is payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(ia) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all All payments to be made in respect of fees due hereunder to the Administrative Agent or any Lender from the Borrower shall be made pursuant to Section 2.7, without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the Obligations described in Borrower, and without setoff, counterclaim or other deduction of any of the foregoing clauses first through fourth, the available funds being applied nature (other than with respect to any such Obligation (unless otherwise specified in such clause) Taxes pursuant to Section 2.14), and an action therefor shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesimmediately accrue.
Appears in 1 contract
Sources: Credit Agreement (loanDepot, Inc.)
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and expenses) not later than 11:00 A.M. (New York City time) 2:00 p.m. on the day when due, (i) in Dollarsthe case of Loans, (ii) in the case of any accrued interest payable on a Loan, and (iii) in the case of all other payments under each Loan Document, in Dollars except as otherwise expressly provided herein or therein, in each case to the Administrative Agent Agent, for the account of the respective Lenders to which such payment is owed, at its address referred to the applicable Administrative Agent’s Office for payment and in Section 11.8 in immediately available funds Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly thereafter cause distribute to be distributed immediately available funds relating to the payment of principal each Lender its Pro Rata Share (or interest to the Lenders, in accordance with the application of payments set forth in clause (dother applicable share as provided herein) of this Section 2.8, such payment in like funds as applicable, for the account of their respective received by wire transfer to such Lender’s Lending OfficesOffice. Payments All payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall 2:00 p.m. may, at the Administrative Agent’s discretion, in each case be deemed to be received on the next succeeding Business DayDay and any applicable interest or fee shall continue to accrue.
(b) All computations of interest for Base Rate Loans shall be made by the Administrative Agent on the basis of a year of 360 365 days or 366 days, as the case may be, and twelve 30actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360-day monthsyear and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such 38 Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may (but shall not be so required to), in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in Same Day Funds, then each Lender shall repay to the Administrative Agent forthwith on demand the portion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the applicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.2(b) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, the Loans for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such other Obligation (unless otherwise specified in such clause) shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the payment of such Obligations ratablyLenders, based on the in proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesto their respective Ratable Portions.
Appears in 1 contract
Sources: Credit Agreement (eHealth, Inc.)
Payments and Computations. (aA) The Borrower (through the Paying Agent pursuant to Section 2.7(B) or 2.7(C) and as otherwise permitted in this Agreement) shall make each payment and prepayment hereunder (including and under the Advances in respect of principal, interest, expenses) , indemnities, fees or other Obligations due from the Borrower not later than 11:00 A.M. 4:00 P.M. (New York City time) on the day when due, due in Dollars, U.S. Dollars to the Administrative related Funding Agent at its address referred to in Section 11.8 10.3 or to such account provided by such Funding Agent in immediately available funds available, same-day funds, and without set-off setoff, counterclaim or counterclaimother deduction of any nature (other than with respect to Taxes subject to Section 2.15). The Administrative Agent will promptly thereafter cause to Payments on Obligations may also be distributed immediately available funds relating to the payment of principal or interest to the Lenders, in accordance with made by the application of payments set forth funds in clause (dthe Collection Account or the Takeout Transaction Account as provided in Section 2.7(B) of this Section 2.8or 2.7(C), as applicable, for or the account making of their respective Lending Officesadditional Advances as provided in Section 2.4. Payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Advances made under the Base Rate shall be made by the Administrative applicable Funding Agent (which shall provide the Borrower with the related invoice 109090915.7 -15- setting forth such amounts) on the basis of a year of 360 365 or 366 days, as the case may be, and actual days elapsed (including the first day but excluding the last day) occurring in the period for which such interest is payable. All other computations of fees and twelve 30-day months.
(c) Whenever any payment interest provided hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, basis of a 360-day year and such extension of time shall in such case be included actual days elapsed (including the first day but excluding the last day) occurring in the computation period for which such interest is payable. Each determination by a Funding Agent of payment of interestan interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(dB) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of fees, if any, due to the Administrative Agent from the Borrower hereunder shall be made on the date when due without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the Obligations described in Borrower, and without setoff, counterclaim or other deduction of any of the foregoing clauses first through fourth, the available funds being applied nature (other than with respect to any such Obligation (unless otherwise specified in such clause) Taxes subject to Section 2.15), and an action therefor shall be allocated immediately accrue. The Borrower agrees that, to the payment of such Obligations ratably, based on the proportion of each Lender's interest extent there are insufficient funds in the aggregate outstanding Obligations described in such clausesAdministrative Agent’s Account, to make any payment under this clause (B) when due, the Borrower shall immediately pay to the Administrative Agent all amounts due that remain unpaid.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) ), in each case on the day when due, in the currency in which such Loans were made (or in Dollars), except as specified in the following sentence, to the Administrative Agent at its address referred to the Agent’s Office for payments in Section 11.8 such currency in immediately available funds without set-off setoff or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, Applicable Lending Offices of the applicable Lenders for such payments ratably in accordance with the application amount of payments set forth such principal, interest or fees due and owing to such Lenders on such date; provided, however, that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected Issuing Bank, Lender or Lenders and (y) amounts payable to the Issuing Banks in clause (d) of this accordance with Section 2.82.10 or Swingline Lender shall be paid directly to such Issuing Banks or Swingline Lender, as applicable, for the account of their respective Lending Offices. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall shall, at the option of the Agent, be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (other than computations of interest for Base Rate Loans, Canadian Prime Rate Loans and twelve 30-CDOR Loans, which shall be made by the Agent on the basis of a year of 365 or 366 days, as the case may be), in each case, for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Except as otherwise provided herein, each payment by a Borrower with respect to any Loan or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in the currency in which such Loan was made, such Letter of Credit issued or such expense or liability was incurred.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that, if such extension would cause payment of interest on or 88 US-DOCS\147522098.13158668077.2
(e) Unless the Agent shall have received notice from any Borrower to the Lenders prior to the date on which any payment is due hereunder that if sufficient funds are such Borrower will not available make such payment in full, the Agent may assume that such Borrower has made such payment in full to fund all payments the Agent on such date and the Agent may, in reliance upon such assumption, cause to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect distributed to any each applicable Lender on such Obligation (unless otherwise specified in such clause) shall be allocated due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment of in full to the Agent, each applicable Lender shall repay to the Agent forthwith on demand such Obligations ratablyamount distributed to such Lender together with interest thereon (at the Interbank Rate for the first Business Day, based on and, thereafter, at the proportion of rate applicable to Base Rate Loans) for each Lender's interest in day from the aggregate outstanding Obligations described in date such clausesamount is distributed to such Lender until the date such Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Amendment No. 2 (Vestis Corp)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars. Exhibit 10.2 BWP 10-Q 06/30/2009 Exhibit 10.2 -----
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent; Exhibit 10.2 BWP 10-Q 06/30/2009 Exhibit 10.2 -----
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iiiv) secondfourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(iiivii) thirdseventh, to pay or prepay principal payments amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the Loansmanner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first (i) through fourth(viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars), except as specified in the following sentence, to the Administrative Agent at its address referred to the Agent’s Office for payments in Section 11.8 such currency in immediately available funds without set-off setoff or counterclaim; provided that payments under Section 2.08(b)(ii) shall be paid to the Agent and applied as required by the Auction Procedures. The Administrative Subject to the provisions set forth in Section 2.08(b)(ii)(E), the Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, applicable Lenders in accordance with their Ratable Portions of the application of payments set forth applicable payment; provided, however, that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected LC Facility Issuing Bank, Senior Tranche Issuing Bank, Issuing Bank, Lender or Lenders, (y) amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender and (z) amounts payable to the Issuing Banks, the Senior Tranche Issuing Bank and LC Facility Issuing Bank in clause (d) of this accordance with Section 2.82.10 shall be paid directly to such Issuing Banks, as applicable, for the account of their respective Lending OfficesSenior Tranche Issuing Bank and LC Facility Issuing Bank. Payments received by the Administrative Agent (or other applicable party) after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day, in the Agent’s sole discretion.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (other than computations of interest for LC Facility LC Fees, Base Rate Loans, Base Rate Advances and twelve 30-Loans denominated in Sterling which shall be made by the Agent on the basis of a year of 365 or 366 days, as the case may be), in each case, for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever Except as otherwise provided herein, each payment by a Borrower with respect to any Senior Tranche Advance, Loan or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in the currency in which such Senior Tranche Advance or Loan was made, such Letter of Credit issued or such expense or liability was incurred.
(d) Except as otherwise provided herein, whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that that, if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan or Eurocurrency Rate Advance to be made in respect of the next calendar month, such payment shall be made on the immediately preceding Business Day.
(e) Unless the Agent shall have received notice from any of Borrower to the Obligations described Lenders prior to the date on which any payment is due hereunder that the such Borrower will not make such payment in any of the foregoing clauses first through fourthfull, the available funds being applied with respect to any Agent may assume that the such Obligation (unless otherwise specified Borrower has made such payment in such clause) shall be allocated full to the Agent on such date and the Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment of in full to the Agent, each applicable Lender shall repay to the Agent forthwith on demand such Obligations ratablyamount distributed to such Lender together with interest thereon (at the Interbank Rate for the first Business Day, based on and, thereafter, at the proportion of rate applicable to Base Rate Loans) for each Lender's interest in day from the aggregate outstanding Obligations described in date such clausesamount is distributed to such Lender until the date such Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Forbearance Agreement and Third Amendment to Credit Agreement (Hawker Beechcraft Notes Co)
Payments and Computations. (a) The Borrower Borrowers shall make each payment of Revolving Loans hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 in immediately available funds without deduction, set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.12, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.13(c), Section 2.13(e), Section 2.14 or Section 2.15 shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest based on the Base Rate shall be made by the Administrative Agent on the basis of a year of 365/366 days, as the case may be, and all computations of all other interest and all fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Administrative Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrowers shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of Section 2.12(f) (and except as otherwise provided in Section 2.8), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of and interest on any portion of the Loans that the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable, and third, as the Administrative Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) During the continuance of an Event of Default, the Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and agree that, notwithstanding the provisions of clause (e) above, the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 8.2, subject to the terms of the Intercreditor Agreement, apply all payments (subject in any event to the restrictions set forth in Section 8.3 in respect of the application of amounts funded to a cash collateral account in respect of outstanding Letter of Credit Obligations) in respect of any Obligations and all other proceeds of Collateral shall be applied funds on deposit in any cash collateral account in the following order (after first paying all expenses incurred by the Administrative Agent in the following order:performance of its duties and in the enforcement of the rights of the Lenders and the Issuers under the Loan Documents, including, without limitation, all costs and expenses of collection, reasonable attorneys’ fees (including all allocated costs of internal counsel) and other professional fees, court costs and other amounts in respect of expense reimbursement and indemnities then due the Administrative Agent in connection therewith):
(i) first, to ratably, pay Obligations in respect of any advances, fees, indemnities, expense reimbursements or indemnities other liabilities then due and owing to the LendersAdministrative Agent from any Borrower (other than in connection with any Secured Hedging Contracts);
(ii) second, to pay interest any expense reimbursements then due and payable owing to the Issuer, the Swing Loan Lender or the Lenders from the Borrowers (other than in respect of connection with any Secured Hedging Contracts) to the Loansextent such obligations are secured by the Collateral, ratably;
(iii) third, to pay principal payments on interest due and payable in respect of the Loans, ratably Loans and fees with respect to Letters of Credit to the aggregate principal amount of extent such Loans; andobligations are secured by the Collateral, ratably;
(iv) fourth, to prepay principal on the ratable Loans and unpaid Reimbursement Obligations and any amounts owing with respect to Secured Hedging Contracts, in each case to the extent such obligations are secured by the Collateral, ratably;
(v) fifth, to the payment of all any other ObligationsSecured Obligation due and owing to the Agent or any Lender that are secured by the Collateral; and
(vi) sixth, to the applicable Loan Party or as the Administrative Borrower shall direct. provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first (i) through fourth(vi), the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (vi) of this clause (f) may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by any Borrower or any other Person. The order of priority set forth in clauses (i) through (v) of this clause (f) may be changed only with the prior written consent of the Administrative Agent in addition to all Lenders. Each Lender and each Loan Party acknowledges and agrees to the relative rights, priorities and agreements of the First Lien Term Loan Secured Parties, the Second Lien Secured Parties and the Secured Parties, as set forth in the Intercreditor Agreement and this Agreement, including as set forth in this Section 2.12 and Section 10.23.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans may be paid from the proceeds of Swing Loans or Revolving Loans. The Borrowers hereby authorize the Swing Loan Lender to make Swing Loans pursuant to Section 2.3(a), and the Lenders to make Revolving Loans pursuant to Section 2.2(a), from time to time in the Swing Loan Lender’s, or such Lender’s discretion, that are in the amounts of any and all principal payable with respect to the Swing Loans and interest, fees, expenses and other sums payable in respect of the Loans, and further authorize the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. The Borrowers agree that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by them (irrespective of the satisfaction of the conditions in Section 3.2, which conditions the Lenders irrevocably waive) and direct that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Amendment Agreement (Tousa Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14 (Capital Adequacy), Section 2.15 (Taxes) or Section 2.13 (c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 2:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.8(b) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates; provided that all payments in respect of principal of the Loans shall be applied first to repay any amounts outstanding under the Working Capital Sublimit and, second, to repay all other Loans. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 (b) (Mandatory Prepayments) and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies) shall apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; (ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, below for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) (Special Provisions Governing Eurodollar Rate Loans), Section 2.15 (Capital Adequacy), or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall shall, at the option of the Administrative Agent, be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or, in the case of interest accruing at the Base Rate, 365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in respect the next calendar month, such payment shall be made on the immediately preceding Business Day. Unless otherwise specified by the Borrower, all repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for (i) payments and other amounts received by the Administrative Agent for its own account or (ii) payments and other amounts received pursuant to Section 2.09 (Mandatory Prepayments), which such payments and other amounts shall be applied in accordance with the terms of such Section, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Obligations described in Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the foregoing clauses first through fourth, Loans the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated Administrative Agent may have advanced pursuant to the payment express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations ratablythen due and payable and third, based on as the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesBorrower so designates.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Lending Officesapplicable lending offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(e) or (f) (Special Provisions Governing SOFR Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate (other than pursuant to clause (c) of the definition thereof) shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any SOFR Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as SOFR Loans, with those SOFR Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such ▇▇▇▇▇▇▇▇ has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Overnight Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such ▇▇▇▇▇▇▇▇ then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such ▇▇▇▇▇▇’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such ▇▇▇▇▇▇ or such ▇▇▇▇▇▇▇▇;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiii) secondthird, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(iiivii) thirdseventh, to pay or prepay principal payments amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the Loansmanner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first (i) through fourth(viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Administrative Agent and each Lender and Issuer directly affected thereby without necessity of notice to or consent of or approval by the Borrowers or by any other Person.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swingline Loans and Revolving Loans and to distribute the proceeds of such Swingline Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swingline Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Each Borrower shall make each payment the payments hereunder (including fees and expenses) not later than 11:00 A.M. (New York City London time) on the day when due, in DollarsDollars or, in respect of Loans made in Alternative Currencies, in the applicable Alternative Currency, to the Administrative Applicable Facility Agent at its address referred to in Section 11.8 11.18 in immediately available funds without set-off or counterclaim. The Administrative Applicable Facility Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.14, as applicable, for the account of their respective Lending Offices; provided, however, that amounts payable pursuant to Section 2.15(c), Section 2.15(e), Section 2.16 or Section 2.17 shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Applicable Facility Agent after 11:00 A.M. (New York City London time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Applicable Facility Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Applicable Facility Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied to repay such Loans outstanding with those Loans which have earlier expiring Eurocurrency Interest Periods being repaid prior to those which have later expiring Eurocurrency Interest Periods.
(d) All Unless the Applicable Facility Agent shall have received notice from a Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Applicable Facility Agent may assume that such Borrower has made such payment in full to the Applicable Facility Agent on such date and the Applicable Facility Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent such Borrower shall not have made such payment in full to the Applicable Facility Agent, each Lender shall repay to the Applicable Facility Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the rate applicable to Loans for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Applicable Facility Agent.
(e) Subject to the provisions of clause (f) of this Section 2.14 (and except as otherwise provided in Section 2.10), all payments and any other amounts received by the Applicable Facility Agent from or for the benefit of a Borrower shall be applied first, to pay principal of and interest on any portion of the Loans which the Applicable Facility Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Applicable Facility Agent has not then been reimbursed by such Lender or such Borrower; second, to pay all other Obligations then due and payable; and third, as such Borrower so designates. Payments in respect of Revolving Loans received by the Senior A Facility Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of Alternative Currency Loans received by the Senior A Facility Agent shall be distributed to each Alternative Currency Lender in accordance with such Lender’s Alternative Currency Ratable Portion of the Alternative Currency Commitments; prepayments in respect of the Term A Loans received by the Senior A Facility Agent shall be distributed to each Term A Loan Lender in accordance with such Lender’s Ratable Portion of the Term A Loans; prepayments in respect of the Term B Loans received by the Senior B Facility Agent shall be distributed to each Term B Loan Lender in accordance with such Lender’s Ratable Portion of the Term B Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, if to the Lenders, in proportion to their respective Ratable Portions or Alternative Currency Ratable Portions, as applicable.
(f) After the occurrence and during the continuance of an Event of Default, the Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral, and agree that the Senior A Facility Agent may, and shall upon either (A) the written direction of the Requisite Senior Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2, deliver a Blockage Notice and apply (x) all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and (y) all other proceeds of Collateral shall be applied by the Administrative Agent Collateral, in each case in the following order:
(i) first, to pay Obligations order set forth in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect Section 4.3 of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other ObligationsPriorities Intercreditor Agreement; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourthPriorities Intercreditor Agreement, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Applicable Facility Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in Section 4.3 of the Priorities Intercreditor Agreement may at any time and from time to time be changed by the agreement of the Requisite Lenders but only as provided in the Priorities Intercreditor Agreement without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuing Bank, or any other Person, but only with the prior written consent of the Facility Agents in addition to the Requisite Lenders as provided in the Priorities Intercreditor Agreement.
(g) At the option of the Senior A Facility Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Revolving Loans. The Borrowers hereby authorize the Revolving Credit Lenders to make Revolving Loans pursuant to Section 2.2(a), from time to time in such Revolving Credit Lenders’ discretion, which are in the amounts of any and all Protective Advances and interest, fees, expenses and other sums payable in respect of the Revolving Loans, and further authorizes the Senior A Facility Agent to give the Revolving Credit Lenders notice of any Borrowing with respect to such Protective Advances and Revolving Loans and to distribute the proceeds of such Protective Advances and Revolving Loans to pay such amounts. The Borrowers agree that all such Protective Advances and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2, which conditions the Revolving Credit Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
(h) The Borrowers hereby authorize each Lender and each Affiliate of each Lender, if and to the extent payment owed to such Lender by a Borrower is not made when due hereunder, to charge from time to time against any or all of the Borrowers’ accounts with such Lender or Affiliate any amount so due.
Appears in 1 contract
Sources: Credit Agreement (Memec Inc)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Lending Officesapplicable lending offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiii) secondthird, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(iiivii) thirdseventh, to pay or prepay principal payments amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the Loansmanner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first (i) through fourth(viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) of this Section 2.8or (f), as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the 45 SECOND AMENDED AND RESTATED CREDIT AGREEMENT AVIALL SERVICES, INC. Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clause (f) (and except as otherwise provided in Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that the Administrative SECOND AMENDED AND RESTATED CREDIT AGREEMENT AVIALL SERVICES, INC. Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall, apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first: First , to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; Second , to pay interest on and then principal of any Swing Loan; Third , to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) secondAdministrative Agent; Fourth , to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers; Fifth , to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; Sixth , to pay interest then due and payable in respect of the Loans;
(iii) thirdLoans and Reimbursement Obligations; Seventh , to pay or prepay principal payments amounts on the LoansLoans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(iv) fourthand Eighth , to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through first, second, third, fourth, fifth, sixth, seventh and eighth above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first, second, third, fourth, fifth, sixth, seventh and eighth above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first, second, third, fourth and fifth above may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Swing Loans or SECOND AMENDED AND RESTATED CREDIT AGREEMENT AVIALL SERVICES, INC. Revolving Loans. The Borrower hereby authorizes the Swing Loan Lender to make Swing Loans pursuant to Section 2.3(a) (Swing Loans) and the Lenders to make Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the Swing Loan Lender's or such Lender's discretion, that are in the amounts of any and all principal payable with respect to the Swing Loans and interest, fees, expenses and other sums payable in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. The Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 (Conditions Precedent to Each Loan and Letter of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (Aviall Inc)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Lending Officesapplicable lending offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
Administrative Agent; (iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made Obligations in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated expense reimbursements or indemnities then due to the payment of such Obligations ratably, based on Lenders and the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Issuers;
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without deduction, set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.13 (Payments and Computations), as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) (Increased Costs), Section 2.14(e) (Breakage Costs), Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees based on the Base Rate shall be made by the Administrative Agent on the basis of a year of 365/366 days, as the case may be and all computations of all other interest and all fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then to repay such Loans outstanding as Eurodollar Rate Loans with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of clause (f) of this Section 2.13 (Payments and Computations) (and except as otherwise provided in Section 2.9 (Mandatory Prepayments), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of and interest on any portion of the Loans that the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable, and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) During the continuance of an Event of Default, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral, and agrees that, notwithstanding the provisions of Section 2.9 (Mandatory Prepayments) and clause (e) above, the Administrative Agent may, and shall upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), apply all payments (subject in any event to the restrictions set forth in Section 9.3 (Actions in Respect of Letters of Credit) in respect of the application of amounts funded to a Cash Collateral Account in respect of outstanding Letter of Credit Obligations) in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay interest on and then principal of any Swing Loan;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due the Administrative Agent;
(iv) fourth, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersLenders and the Issuers;
(iiv) secondfifth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(vi) sixth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiivii) thirdseventh, to pay or prepay principal payments on the LoansLoans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, and Obligations owing with respect to Hedging Contracts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourtheighth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through eighth of this clause (f) may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer, or any other Person. The order of priority set forth in clauses first through fifth of this clause (f) may be changed only with the prior written consent of the Administrative Agent in addition to all Lenders. The order of priority in clause second above may be changed only with the prior written consent of all Lenders and the Administrative Agent.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swing
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 11.9 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed Credit Agreement FA Sub 3 Limited immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14 (Capital Adequacy), Section 2.15 (Taxes) or Section 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-fees are payable except that, with respect to Base Rate Loans, the rate of interest thereon shall be calculated on the basis of a 365- (or 366-, as the case may be) day monthsyear for the actual days elapsed. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made or such cost, expense or other Obligation was incurred; provided, however, that other than for payments in respect of a Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business DayDay (or any business day in the United Kingdom or the Cayman Islands), the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause the payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. Credit Agreement FA Sub 3 Limited
(f) Subject to the proviso in the second sentence of clause (a) above, except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.8(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or on behalf of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.8(c) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower Borrowers shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 3:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees (to the extent payable to the Lenders, in accordance with ) to the application of payments set forth in clause (d) of this Section 2.8, as applicable, for the account of their respective Lending OfficesLenders entitled thereto. Payments received by the Administrative Agent after 11:00 A.M. 5:00 p.m. (New York City time) shall be deemed to be received on the next succeeding Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (365/366 days in the case of interest on Alternate Base Rate Loans to the extent that such interest is determined based upon JPMCB’s “prime rate” and twelve 30-not the Federal Funds Effective Rate), in each case for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) [Intentionally Omitted].
(d) Each payment by the Borrowers of any Loan and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(e) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day.
(df) All Unless the Administrative Agent shall have received notice from the Borrowers prior to the date on which any payment is due hereunder that the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each relevant Lender on such due date an amount equal to the amount then due such Lender. If and to the extent the Borrowers shall not have made such payment in full to the Administrative Agent, each relevant Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Effective Rate, for the first Business Day, and, thereafter, at the rate applicable to Alternate Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(g) [Intentionally Omitted].
(h) The Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default, and agrees that upon the termination of the Commitments or the acceleration of any of the Obligations pursuant to Section 8.2, the Facility Agents shall apply all payments made to or received by any Facility Agent or any Lender constituting proceeds of Collateral and all other proceeds of Collateral shall be applied payments made to or received by the Administrative Agent any Facility Agent, any Lender with respect to any Secured Obligations in the following order:
(i) : first, to pay interest on and then principal of any portion of the Term Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers; second, to pay Secured Obligations in respect of any expense reimbursements or indemnities (including indemnities) then due to the Facility Agents; third, to pay Secured Obligations in respect of any expense reimbursements (including indemnities) then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable (based on the proportional amounts thereof) payment of all other Secured Obligations; and fifth; as directed by the Borrowers; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the applicable Agent’s and each applicable Lender's ’s interest in the aggregate outstanding Obligations described in such clausesclause. The order of priority set forth in clauses first through fourth of this Section 2.13(h) may at any time and from time to time be changed by the agreement of the Requisite Lenders, the Administrative Agent and each adversely affected Lender without necessity of notice to or consent of or approval by the Borrowers, any Secured Party that is not a Lender, or any other Person.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiii) secondthird, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(iiivii) thirdseventh, to pay or prepay principal payments amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the Loansmanner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first (i) through fourth(viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement (Boardwalk Pipeline Partners, LP)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause clauses (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), 2.16 (Taxes) or 2.14(b)(ii) (Increased Costs) or (d) (Illegality) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the affected Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be prima facie evidence thereof.
(c) Each payment by the Borrower in respect of any Loan or Reimbursement Obligation (including interest or fees in respect thereof (other than the Unused Commitment Fee)) shall be made in the currency in which such Loan was made or Letter of Credit issued.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans denominated in Dollars shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Interbank Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Subject to the provisions of clause (g) below (and except as otherwise provided in Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to the Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Secured Obligations then due and payable, and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lenders in accordance with such Swing Loan Lender’s ratable portion of all Swing Loans; payments in respect of any Revolving Loan received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the applicable Revolving Credit Commitments; payments in respect of any Term Loan received by the Administrative Agent shall be distributed to each Tranche B Lender or Delayed Draw Term Lender in accordance with such Lender’s Ratable Portion of the applicable Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions of the applicable Facility.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, if an Event of Default exists, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall apply all payments in respect of any Secured Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied in the following order, provided, that (x) to the extent practicable, as determined by the Administrative Agent in the following orderits sole discretion, payments made in any currency shall be applied first to Secured Obligations denominated in such currency and (y) payments received from any Loan Party shall be applied first to Secured Obligations owing by such Loan Party:
(i) firstFirst, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) Second, to pay interest on and then principal of any Swing Loan;
(iii) Third, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiv) secondFourth, to pay Secured Obligations in respect of any expense reimbursements (excluding Reimbursement Obligations) or indemnities then due to the Lenders and the Issuers;
(v) Fifth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent and the Issuers;
(vi) Sixth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations and fees then due to the Lenders;
(iiivii) thirdSeventh, to pay or prepay principal payments amounts on the Loans, Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit) and to pay or prepay principal amounts on Secured Obligations in respect of Joint Liabilities, Hedging Contracts, Cash Management Obligations and Working Capital Lines, ratably to the aggregate principal amount of all such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts and Secured Obligations owing with respect to Joint Liabilities, Hedging Contracts, Cash Management Obligations and Working Capital Lines; and
(ivviii) fourthEighth, to the ratable payment of all other Secured Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first through first, second, third, fourth, fifth, sixth, seventh, and eighth above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of the Secured Obligations specified in such Obligations clause ratably, based on the proportion of the Administrative Agent’s, each Lender's ’s or Issuer’s and each other Secured Party’s interest in the aggregate outstanding Secured Obligations described in such clauses. The order of priority set forth in clauses first, second, third, fourth, fifth, sixth, seventh, and eighth above may at any time and from time to time be changed by the agreement of the Super Majority Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses first, second, third, fourth and fifth above may be changed only with the prior written consent of the Administrative Agent in addition to the Super Majority Lenders. In the event that after giving effect to the allocation set forth in clause (vii) above and clause (y) of the first proviso in this clause (g), any Working Capital Lender shall have received payments in respect of Working Capital Lines owing to it on the Working Capital Lines in excess of its ratable portion of all payments in respect of the Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts owing to all of the Lenders pursuant to clause (vii) above, such Working Capital Lender shall purchase participations in such Secured Obligations from such Secured Parties as shall be necessary to cause such Working Capital Lender to share the excess payment ratably with each such Secured Party and the Administrative Agent shall be entitled to take into account such purchases in making the distributions in clause (vii).
(h) At the option of the Administrative Agent and upon notice to the Borrower, principal on the Swing Loans, Reimbursement Obligations denominated in Dollars or Euros, interest, fees, expenses and other sums due and payable in respect of the Loans denominated in Dollars or Euros may be paid from the proceeds of Swing
Appears in 1 contract
Payments and Computations. (aA) The Borrower (through the Paying Agent pursuant to Section 2.7(B) and as otherwise permitted in this Agreement) shall make each payment and prepayment hereunder (including and under the Advances in respect of principal, interest, expenses) , indemnities, fees or other Obligations due from the Borrower not later than 11:00 A.M. 4:00 P.M. (New York City time) on the day when due, due in Dollars, U.S. Dollars to the Administrative related Funding Agent at its address referred to in Section 11.8 10.3 or to such account provided by such Funding Agent in immediately available funds without setavailable, same-off or counterclaimday funds. The Administrative Agent will promptly thereafter cause to Payments on Obligations may also be distributed immediately available funds relating to the payment of principal or interest to the Lenders, in accordance with the made by application of payments set forth funds in clause (d) of this the Collection Account or the Takeout Transaction Account as provided in Section 2.82.7(B), as applicable, for the account of their respective Lending Offices. Payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Advances shall be made by the related Funding Agent, who shall notify the Facility Administrator, the Borrower and the Administrative Agent of any determination thereof on or prior to the payment thereof pursuant to Section 2.7(B), as applicable. All computations of interest for Advances made under the Base Rate or the Commercial Paper Rate shall be made by the applicable Funding Agent on the basis of a year of 360 365 or 366 days, as the case may be, and actual days elapsed (including the first day but excluding the last day) occurring in the period for which such interest is payable. All other computations of fees and twelve 30-day months.
(c) Whenever any payment interest provided hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, basis of a 360-day year and such extension of time shall in such case be included actual days elapsed (including the first day but excluding the last day) occurring in the computation period for which such interest is payable. Notwithstanding the foregoing, each determination by a Funding Agent of payment an interest rate hereunder shall be subject to the approval of interestthe Administrative Agent.
(dB) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of fees, if any, due to the Administrative Agent from the Borrower hereunder shall be made on the date when due without presentment, demand, 118556040.20118095118.53 -19- protest or notice of any kind, all of which are hereby expressly waived by the Obligations described in Borrower, and without setoff, counterclaim or other deduction of any of the foregoing clauses first through fourth, the available funds being applied nature (other than with respect to any such Obligation (unless otherwise specified in such clause) Taxes pursuant to Section 2.17), and an action therefor shall be allocated immediately accrue. The Borrower agrees that, to the payment of such Obligations ratably, based on the proportion of each Lender's interest extent there are insufficient funds in the aggregate outstanding Obligations described in such clausesAdministrative Agent’s Account, to make any payment under this clause (B) when due, the Borrower shall immediately pay to the Administrative Agent all amounts due that remain unpaid.
Appears in 1 contract
Sources: Credit Agreement (Sunnova Energy International Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 11.9 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender's Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9(c) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Sources: Credit Agreement (Datapath Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days and twelve 30-(including the first day months.
(cbut excluding the last day) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included occurring in the computation of payment of interest.
(d) All payments in respect of any Obligations period for which such interest and all other proceeds of Collateral shall be applied fees are payable. Each determination by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay a rate of interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) hereunder shall be allocated to the payment of such Obligations ratablyconclusive and binding for all purposes, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesabsent manifest error.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred the account specified by the Administrative Agent from time to in Section 11.8 time in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest, fees or interest other amounts to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans), Section 2.16 (Capital Adequacy), or Section 2.17 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the affected Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of (i) interest on Eurocurrency Rate Loans (other than Sterling Term Loans) shall be made by the Administrative Agent on the basis of a year of 360 days and twelve 30-(ii) all fees payable hereunder and interest for Base Rate Loans and Sterling Term Loans shall be made by the Administrative Agent on the basis of 365 or 366 days, as the case may be, in each case, for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees (but excluding Unused Commitment Fees which shall be paid in Dollars) in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Loan Document.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Dollar Revolving Loans or U.S. Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from any Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Interbank Rate for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.8 (Optional Prepayments) or Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of any Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable as set forth in the following sentence and third, as the Company so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender that has made such Swing Loans; payments in respect of any Obligations and all other proceeds of Collateral shall be applied Revolving Loan received by the Administrative Agent shall be distributed to each Revolving Lender in accordance with such Lender's Ratable Portion of the applicable Revolving Credit Commitments; payments in respect of any Term Loan received by the Administrative Agent shall be distributed to each applicable Term Lender in accordance with such Lender's Ratable Portion thereof; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 (Optional Prepayments), Section 2.9 (Mandatory Prepayments) or clause (f) above, the Administrative Agent upon the acceleration of the Obligations pursuant to Section 9.2 (Remedies) shall apply all payments received through the enforcement of any Loan Document against any Loan Party in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that are Secured Obligations of such Loan Party that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or any Loan Party;
(ii) second, to pay Secured Obligations that are Secured Obligations of such Loan Party in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the LoansAdministrative Agent;
(iii) third, to pay principal payments on the Loans, ratably Secured Obligations that are Secured Obligations of such Loan Party in respect of any expense reimbursements or indemnities then due to the aggregate principal amount of such Loans; andLenders and Issuers;
(iv) fourth, to the ratable payment of all other ObligationsSecured Obligations of such Loan Party (including any Cash Management Obligations and Hedging Obligations that are Secured Obligations of such Loan Party); provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any Secured Obligations of the Obligations applicable Loan Party described in any of the foregoing clauses first (i) through fourth(iv) above, the available funds being applied with respect to any such Obligation Secured Obligations of each Loan Party (unless otherwise specified in such clause) shall be allocated to the payment of such Secured Obligations ratably, based on the proportion of the Administrative Agent's, each Lender's or Issuer's and any other holder's of Secured Obligations interest in the aggregate outstanding Secured Obligations described in the applicable clause. In providing for such clausesallocation, the Administrative Agent shall take into account the provisions of Section 9.5 (Collection Allocation Mechanism) and the CAM Exchange. Notwithstanding the CAM Exchange, any amount received by the Administrative Agent in an Alternate Currency that would otherwise be distributed to any Lender which immediately prior to the CAM Exchange held only Commitments and/or Loans denominated in Dollars shall be converted to Dollars at the then applicable exchange rate by the Administrative Agent prior to being distributed to such Lenders. The order of priority set forth in clauses (i) through (iv) above may at any time and from time to time be changed with the consent of each Lender whose consent would be required pursuant to Section 11.1 (Amendments, Waivers, Etc.) without necessity of notice to or consent of or approval by the Borrowers, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Lenders whose consent is required by Section 11.1 (Amendments, Waivers, Etc.).
(h) A payment of interest on a Note satisfies the applicable Borrower's obligation to pay an equivalent amount of interest under Section 2.10 (Interest).
Appears in 1 contract
Sources: Credit Agreement (Acco Brands Corp)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars), except as specified in the following sentence, to the Administrative Agent at its address referred to the Agent’s Office for payments in Section 11.8 such currency in immediately available funds without set-off setoff or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, applicable Lenders in accordance with their Ratable Portions of the application of payments set forth applicable payment; provided, however, that (x) amounts payable pursuant to Section 2.14 or Section 2.15 shall be paid only to the affected LC Facility Issuing Bank, Issuing Bank, Lender or Lenders, (y) amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender and (z) amounts payable to the Issuing Banks and LC Facility Issuing Bank in clause (d) of this accordance with Section 2.8, as applicable, for the account of their respective Lending Offices2.10 shall be paid directly to such Issuing Banks and LC Facility Issuing Bank. Payments received by the Administrative Agent (or other applicable party) after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day, in the Agent’s sole discretion.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (other than computations of interest for LC Facility LC Fees, Base Rate Loans and twelve 30-Loans denominated in Sterling which shall be made by the Agent on the basis of a year of 365 or 366 days, as the case may be), in each case, for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever Except as otherwise provided herein, each payment by a Borrower with respect to any Loan or Letter of Credit and each reimbursement of reimbursable expenses or indemnified liabilities shall be made in the currency in which such Loan was made, such Letter of Credit issued or such expense or liability was incurred.
(d) Except as otherwise provided herein, whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that that, if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in respect of the next calendar month, such payment shall be made on the immediately preceding Business Day.
(e) Unless the Agent shall have received notice from any of Borrower to the Obligations described Lenders prior to the date on which any payment is due hereunder that the such Borrower will not make such payment in any of the foregoing clauses first through fourthfull, the available funds being applied with respect to any Agent may assume that the such Obligation (unless otherwise specified Borrower has made such payment in such clause) shall be allocated full to the Agent on such date and the Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment of in full to the Agent, each applicable Lender shall repay to the Agent forthwith on demand such Obligations ratablyamount distributed to such Lender together with interest thereon (at the Interbank Rate for the first Business Day, based on and, thereafter, at the proportion of rate applicable to Base Rate Loans) for each Lender's interest in day from the aggregate outstanding Obligations described in date such clausesamount is distributed to such Lender until the date such Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Credit Agreement (Hawker Beechcraft Quality Support Co)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including expenses) and under the Notes not later than 11:00 A.M. 12:00 noon (New York City Eastern time) on the day when due, due in Dollars, U.S. dollars to the Administrative Agent at its address referred to at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, 8th Floor, Vienna, Virginia 22182, Attention: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, in Section 11.8 in immediately available funds without set-off or counterclaimsame day funds. The Administrative Agent will promptly thereafter cause to be distributed immediately available in like funds relating to the payment of principal principal, interest or interest fees ratably (other than amounts payable to a particular Bank pursuant to Section 2.5 or to the Lenders, Agent pursuant to the letter agreement referred to in Section 2.6(b) above) to the Banks in accordance with wire transfer instructions provided to the application of payments set forth in clause (d) of this Section 2.8, as applicable, for the account of their respective Lending Offices. Payments received Agent by the Administrative Agent after 11:00 A.M. (New York City Banks from time to time) shall be deemed to be received on the next Business Day.
(b) The Borrower shall establish an account with the Agent into which the proceeds of the Loans will be deposited. The Borrower hereby authorizes the Agent, if and to the extent payment is not made when due hereunder or under the Notes, to charge from time to time against such account with the Agent any amount so due.
(c) All computations of interest and non-usage fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or fee is payable. Each determination by the Agent of an interest rate hereunder shall be conclusive and twelve 30-day monthsbinding for all purposes, absent manifest error.
(cd) Whenever any payment hereunder or under the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations interest and all other proceeds of Collateral shall be applied by fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause the payment of principal or interest of the Loans bearing interest based on LIBOR to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourthnext following calendar month, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall payment should be allocated to the payment of such Obligations ratably, based made on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesnext preceding Business Day.
Appears in 1 contract
Sources: Credit Agreement (Washington Real Estate Investment Trust)
Payments and Computations. (a) The Borrower Borrowers shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, (i) with respect to Loans and Reimbursement Obligations denominated in Dollars, in Dollars, and (ii) with respect to Multicurrency Loans or Reimbursement Obligations denominated in an Alternate Currency, in the Alternate Currency in which such Loan or the Letter of Credit or Bankers' Acceptance giving rise to such Reimbursement Obligation was made to the Administrative Agent at its address referred to in Section 11.8 9.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available funds relating to the payment of principal or interest or fees to the Lenders or the Canadian Lenders, as applicable, in accordance with the application of payments set forth in clause clauses (de) and (f) of this Section 2.82.14, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15(c), 2.16 or 2.17 shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest based on clause (a)(i) or (b)(i) of the definition of "Base Rate" or "BA Rate" shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in respect of the next calendar month, such payment shall be made on the immediately preceding Business Day.
(d) Unless the Administrative Agent shall have received notice from a Borrower to the Lenders prior to the date on which any of the Obligations described payment is due hereunder that such Borrower will not make such payment in any of the foregoing clauses first through fourthfull, the available funds being applied with respect to any Administrative Agent may assume that such Obligation (unless otherwise specified Borrower has made such payment in such clause) shall be allocated full to the payment of Administrative Agent on such Obligations ratablydate and the Administrative Agent may, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.reliance upon such
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or, in the case of interest accruing at the Base Rate, 365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the AMENDED AND RESTATED CREDIT AGREEMENT T▇▇▇▇ HEALTHCARE CORPORATION Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9(b) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 13.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause clauses (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c), 2.14(d), 2.15 or 2.16 shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) If and to the extent any payment owed to the Administrative Agent or any Lender is not made when due, each Loan Party hereby authorizes the Administrative Agent and such Lender, subject to any notice period provided in the Orders, to setoff and charge any amount so due against any deposit account maintained by such Loan Party with the Administrative Agent or such Lender, whether or not the deposit therein is then due.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) All (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of and interest on any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; second, to pay all other Obligations then due and payable; and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender's Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto, and, for payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(b) (Mandatory Prepayments) and clause (f) above but subject only to any requirements of the giving of notice by the terms of the Final Order or the Amended and Restated DIP Order, the Administrative Agent may, and upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2, shall deliver a Blockage Notice for each Deposit Account Bank for each Approved Deposit Account and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Administrative Agent;
(iii) third, to pay Secured Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the Revolving Credit Lenders and the Issuers;
(iv) fourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Revolving Credit Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Revolving Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Revolving Loans and Reimbursement Obligations, and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3, and to any Cash Management Obligations and amounts owing with respect to Hedging Contracts, ratably to the aggregate principal amount of such Revolving Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, Cash Management Obligations and Obligations owing with respect to Hedging Contracts;
(vii) seventh, to the ratable payment of all other Revolving Credit Obligations then due and payable;
(viii) eighth, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Term Loan Lenders;
(iiix) secondninth, to pay Secured Obligations in respect of any fees then due to the Term Loan Lenders;
(x) tenth, to pay interest then due and payable in respect of the Term Loans;
(iiixi) thirdeleventh, to pay or prepay principal payments amounts on the Loans, ratably to the aggregate principal amount of such Term Loans; and
(ivxii) fourthtwelfth, to the ratable payment of all other ObligationsSecured Obligations then due and payable; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first (i), through fourth, (xii) above the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Secured Obligation ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Secured Obligations described in such clauses; provided, further, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata and then to the Revolving Credit Lenders. The order of priority set forth in clauses (i) through (xii) above may at any time and from time to time be changed by the agreement of the Requisite Revolving Credit Lenders and the Requisite Term Loan Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Revolving Credit Lenders and the Requisite Term Loan Lenders.
(h) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Swing
Appears in 1 contract
Sources: Secured Debtor in Possession Credit Agreement (Friedmans Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. (New York City time) 2:00 p.m. on the day when due, in DollarsDollars to (i) in the case of any payments in respect of the Revolving Credit Facility, the Revolving Credit Facility Administrative Agent and (ii) in the case of payments in respect of the Term Loan Facility, to the Term Loan Facility Administrative Agent Agent, in each case, at its respective address referred to in Section 11.8 11.02 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The applicable Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Lending Offices; provided, however, that amounts payable pursuant to Sections 3.02 (Illegality), 3.03 (Determination of Rates; Inability to Determine Rates), 3.04 (Increased Cost and Reduced Return; Capital Adequacy) or 3.05 (Funding Losses) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Line Loans shall be paid only to the Swing Line Loan Lender. Payments received by the applicable Administrative Agent after 11:00 A.M. (New York City time) 2:00 p.m. shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the applicable Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by such Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligations shall be made in Dollars; provided, however, that (i) the reimbursement agreement relating to any Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agents or any Swap Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Swap Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Revolving Credit Facility Administrative Agent (in the case of payments under the Revolving Credit Facility) or the Term Loan Facility Administrative Agent (in the case of payments under the Term Loan Facility), as the case may be, shall have received notice from the Borrower or the applicable Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, such Administrative Agent may assume that the Borrower has made such payment in full to such Administrative Agent on such date and such Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the applicable Administrative Agent, each applicable Lender shall repay to such Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the applicable Administrative Agent.
(f) Except for payments and other amounts received by the Revolving Credit Facility Administrative Agent (in the case of payments under the Revolving Credit Facility) or the Term Loan Facility Administrative Agent (in the case of payments under the Term Loan Facility) and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.08(c) (Mandatory Prepayments)), all payments and any other amounts received by any Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, in the case of payments under the Revolving Credit Facility, to pay principal of, and interest on, any portion of the Loans the Revolving Credit Facility Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Revolving Credit Lender, for which the Revolving Credit Facility Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Line Loans received by the Revolving Credit Facility Administrative Agent shall be distributed to the Swing Line Lender; payments in respect of Revolving Loans received by the Revolving Credit Facility Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender's Pro Rata Share of the Aggregate Revolving Credit Commitments; payments in respect of the Term Loans received by the Term Loan Facility Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender's Pro Rata Share of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and the L/C Issuer as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Pro Rata Shares.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.08(c) (Mandatory Prepayments) and clause (f) above, each Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 9.02 (Remedies Upon Event of Default) shall, instruct the Collateral Agent to deliver a Blockage Notice to each Deposit Account Bank for each Approved Deposit Account and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account (including all proceeds arising from a Reinvestment Event (if any) that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Revolving Credit Facility Administrative Agent may have advanced on behalf of any Lender for which the Revolving Credit Facility Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to any Agent;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities and Cash Management Obligations then due to the LendersLenders and the L/C Issuer;
(iiiv) secondfourth, to pay Obligations in respect of any fees then due to any Agent, the Lenders and the L/C Issuer;
(v) fifth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiivi) thirdsixth, to pay or prepay principal payments amounts on the LoansLoans and Reimbursement Obligations and to Cash Collateralize the outstanding L/C Obligations in the manner described in Section 9.03 (Actions in Respect of Letters of Credit), and to pay Cash Management Obligations and amounts owing with respect to Swap Contracts, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Outstanding Amounts, Cash Management Obligations, and Obligations owing with respect to Swap Contracts; and
(ivvii) fourthseventh, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of each Agent's and each Lender's or L/C Issuer's interest in the aggregate outstanding Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Swing Line Loans until such Loans are repaid in full and then to repay the Revolving Loans. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be changed by the agreement of each Lender directly affected thereby without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or L/C Issuer or by any other Person that is not a Lender or L/C Issuer. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agents in addition to that of each Lender directly affected thereby.
Appears in 1 contract
Payments and Computations. (aA) The Borrower (through the Paying Agent pursuant to Section 2.7(B) or 2.7(C) and as otherwise permitted in this Agreement) shall make each payment and prepayment hereunder (including and under the Advances in respect of principal, interest, expenses) , indemnities, fees or other Obligations due from the Borrower not later than 11:00 A.M. 4:00 P.M. (New York City time) on the day when due, due in Dollars, U.S. Dollars to the Administrative related Funding Agent at its address referred to in Section 11.8 10.3 or to such account provided by such Funding Agent in immediately available funds without setavailable, same-off or counterclaimday funds. The Administrative Agent will promptly thereafter cause to Payments on Obligations may also be distributed immediately available funds relating to the payment of principal or interest to the Lenders, in accordance with made by the application of payments set forth funds in clause (dthe Collection Account or the Takeout Transaction Account as provided in Section 2.7(B) of this Section 2.8or 2.7(C), as applicable, for or the account making of their respective Lending Officesadditional Advances as provided in Section 2.4. Payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Advances made under the Base Rate shall be made by the Administrative applicable Funding Agent (which shall provide the Borrower with the related invoice setting forth such amounts) on the basis of a year of 360 365 or 366 days, as the case may be, and actual days elapsed (including the first day but excluding the last day) occurring in the period for which such interest is payable. All other computations of fees and twelve 30-day months.
(c) Whenever any payment interest provided hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, basis of a 360-day year and such extension of time shall in such case be included actual days elapsed (including the first day but excluding the last day) occurring in the computation period for which such interest is payable. Each determination by a Funding Agent of payment of interestan interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(dB) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of fees, if any, due to the Administrative Agent from the Borrower hereunder shall be made on the date when due without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the Obligations described in Borrower, and without setoff, counterclaim or other deduction of any of the foregoing clauses first through fourth, the available funds being applied nature (other than with respect to any such Obligation (unless otherwise specified in such clause) Taxes subject to Section 2.15), and an action therefor shall be allocated immediately accrue. The Borrower agrees that, to the payment of such Obligations ratably, based on the proportion of each Lender's interest extent there are insufficient funds in the aggregate outstanding Obligations described in such clausesAdministrative Agent’s Account, to make any payment under this clause (B) when due, the Borrower shall immediately pay to the Administrative Agent all amounts due that remain unpaid.
Appears in 1 contract
Sources: Credit Agreement (Sunnova Energy International Inc.)
Payments and Computations. (a) The Borrower Borrowers shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when duedue and payable, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its Applicable Lending Office, or such other address of the Administrative Agent referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.16 (Taxes) or Section 2.14(c) (Increased Costs; Capital Adequacy) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders, amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender and amounts payable with respect to Protective Advances shall be retained by the Administrative Agent unless otherwise required to be paid to the Revolving Credit Lenders pursuant to Section 2.18(b) (Protective Advances). Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days with respect to Eurodollar Rate Loans (and twelve 30-Loans bearing interest at (x) the Base Rate based on clause (b) of such definition and (y) the Canadian Base Rate based on clause (c) of such definition) and 365/366 days with respect to all other computations, in each case for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) For purposes of disclosure pursuant to the Interest Act (Canada), the annual rates of interest or fees to which the rates of interest or fees provided in this Agreement and the other Loan Documents (and stated herein or therein, as applicable, to be computed on the basis of 360 days or any other period of time less than a calendar year) are equivalent are the rates so determined multiplied by the actual number of days in the applicable calendar year and divided by 360 or such other period of time, respectively.
(d) Each payment by any Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation (i) denominated in Dollars shall be made in Dollars and (ii) denominated in Canadian Dollars shall be made in Canadian Dollars.
(e) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan or CDOR Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay any such Revolving Loans outstanding as Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Loans and then, to repay any such Revolving Loans outstanding as Eurodollar Rate Loans or CDOR Loans, with those Eurodollar Rate Loans and CDOR Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(df) All Unless the Administrative Agent shall have received notice from the Borrower Representative prior to the date on which any payment is due to the Administrative Agent for the account of the Administrative Agent, the Swing Loan Lender, the Lenders or the Issuers hereunder that the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment in full to the Administrative Agent on such date in accordance herewith and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to itself, the Swing Loan Lender, the Lenders or the Issuer, as the case may be, an amount equal to the amount then due such Person. If and to the extent that the Borrowers shall not have made such payment in full to the Administrative Agent, each Lender or the Issuers, as the case may be, shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon for each day from and including the date such amount is distributed to such Lender to but excluding the date such Lender repays such amount to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.
(g) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (h) below (or required to be applied in accordance with Section 2.9(a) or (b) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable and third, as the Borrower Representative so designates. Payments in respect of (i) Protective Advances received by the Administrative Agent shall be retained by the Administrative Agent unless otherwise required to be paid to the Revolving Credit Lenders pursuant to Section 2.18(b) (Protective Advances), (ii) Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender, (iii) payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion, and (iv) all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(h) The Loan Parties hereby irrevocably waive the right to direct the application of any and all payments in respect of the Secured Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agree that during the continuance of an Event of Default, notwithstanding the provisions of Sections 2.9(a) and (b) (Mandatory Prepayments) and clause (g) above, the Collateral Agent shall deliver a notice of exclusive control to each Deposit Account Bank for each Approved Deposit Account and each Approved Securities Intermediary for each Control Account and the Administrative Agent and the Collateral Agent shall apply all payments in respect of any Secured Obligations and all funds on deposit in any Agent Collection Account, Approved Deposit Account and Control Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay payment of that portion of the Secured Obligations in respect constituting fees, indemnities, expenses and other amounts (other than principal, interest and fees under Section 2.12(b) (Letter of any expense reimbursements or indemnities then due Credit Fees), but including fees, charges and disbursements of counsel to the LendersAdministrative Agent and amounts payable under Sections 2.14(c) (Increased Costs; Capital Adequacy), 2.16 (Taxes), Article X, Section 11.3 (Costs and Expenses), Section 11.4 (Indemnities) and Section 11.5 (Limitations of Liability)) payable to the Administrative Agent in its capacity as such;
(ii) second, to pay interest then due and payable in respect payment of that portion of the LoansSecured Obligations constituting unpaid principal of the Protective Advances, ratably among the Administrative Agent (and the Lenders to the extent they have funding their participations in any such Protective Advance) in proportion to their respective amounts described in this clause second payable to them;
(iii) third, to pay principal payments interest on the Loans, ratably to the aggregate and then principal amount of any portion of the Revolving Loans and Swing Loans that the Administrative Agent or Swing Loan Lender may have advanced on behalf of any Lender, and any unfunded payment by the Borrower required to have been paid under Section 2.4(h) (Letters of Credit), in each case for which the Revolving Credit Lenders have not funded their Ratable Portion of such Revolving Loans; and, Swing Loans or Letters of Credit (the amounts so applied to be distributed between or among the Administrative Agent, the Swing Loan Lender and the applicable Issuers ratably in proportion to such amounts owed to them on the date of any such distribution);
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any portion of the Secured Obligations constituting unpaid principal of the Swing Loans, ratably among the Swing Loan Lender (and the other Lenders to the extent they have funding their participations in any such Swing Loan) in proportion to their respective amounts described in any this clause fourth payable to them;
(v) fifth, to payment of that portion of the foregoing clauses first through fourthSecured Obligations constituting fees, indemnities and other amounts (other than principal, interest and Section 2.12(b) (Letter of Credit Fees)) payable to the available funds being applied Lenders (and the Issuers with respect to any such Obligation Letters of Credit) (unless otherwise specified in such clause) shall be allocated including fees, charges and disbursements of counsel to the respective Lenders and the Issuers (including fees and time charges for attorneys who may be employees of any Lender or the Issuers) and amounts payable under Sections 2.14(c) (Increased Costs; Capital Adequacy), 2.16 (Taxes), Section 11.3 (Costs and Expenses), Section 11.4 (Indemnities) and Section 11.5 (Limitations of Liability), ratably among them in proportion to the respective amounts described in this clause fifth payable to them;
(vi) sixth, to payment of such that portion of the Secured Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.constituting accrued and unpaid fees under Section 2.12(b) (
Appears in 1 contract
Sources: Credit Agreement (UTi WORLDWIDE INC)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 12:00 noon (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 12:00 noon (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods. CREDIT AGREEMENT CONSTAR INTERNATIONAL INC.
(e) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9 (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including expenses) to be made by it not later than 11:00 A.M. a.m. (New York City time) on the day when due, due in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 8.2 (excluding, for such purpose, any address to which copies are to be sent), in immediately available funds each case in same day funds, without set-off deduction, counterclaim or counterclaimoffset of any kind. The Administrative Agent will promptly thereafter cause to be distributed immediately available to the Banks like funds relating to the payment of principal principal, interest or interest any fees payable to the Lenders, in accordance with the application of payments set forth in clause (d) of this Section 2.8, as applicable, Banks for the account of their respective Applicable Lending Offices. Payments received by , and like funds relating to the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed payment of any other amount payable to any Bank or Issuing Bank to such Bank or Issuing Bank, as the case may be, for the account of its Applicable Lending Office, in each case to be received on applied in accordance with the next Business Dayterms of this Agreement. The Agent will promptly pay to the Collateral Agent like funds relating to the payment of any amount payable to the Collateral Agent. In no event shall any Bank be entitled to share any fee paid to the Agent pursuant to Section 2.11(a), any other fee paid to the Agent, as such, or any Fronting Fee, other fee, cost or charge paid to an Issuing Bank pursuant to Section 2.11(b)(i).
(bi) All computations of interest based on clause (a) of the definition herein of "Base Rate" shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and (ii) all computations of Letter of Credit Fees, Commitment Fees, Fronting Fees and all other fees and of interest based on the Eurodollar Rate, the Federal Funds Rate and interest pursuant to Section 2.17 shall be made by the Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest, Letter of Credit Fees, Commitment Fees, Fronting Fees or other fees are payable. Each determination by the Agent of an interest rate or fee hereunder shall be conclusive and twelve 30-day monthsbinding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest, Commitment Fee, Letter of Credit Fee, Fronting Fee or any other fee hereunder, as the case may be; provided, however, that, if such extension would cause payment of interest on or principal of Eurodollar Rate Revolving Credit Advances to be made in the next following calendar month, such payment shall be made on the next preceding Business Day.
(d) All payments Unless the Agent shall have received notice from a Borrower prior to the date on which any payment is due by such Borrower to any Bank hereunder that such Borrower will not make such payment in respect of any Obligations full, the Agent may assume that such Borrower has made such payment in full to the Agent on such date and all other proceeds of Collateral shall the Agent may, in reliance upon such assumption, cause to be applied by distributed to each Bank on such due date an amount equal to the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities amount then due such Bank hereunder. If and to the Lenders;
(ii) second, to pay interest then due and payable extent such Borrower shall not have so made such payment in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably full to the aggregate principal amount of such Loans; and
(iv) fourthAgent, each Bank shall repay to the ratable payment of all other Obligations; providedAgent forthwith on demand such amount distributed to such Bank together with interest thereon, however, that if sufficient funds are not available for each day from the date such amount is distributed to fund all payments to be made in respect of any of such Bank until the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any date such Obligation (unless otherwise specified in Bank repays such clause) shall be allocated amount to the payment of such Obligations ratablyAgent, based on at the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesFederal Funds Rate.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, Dollars to the Administrative Agent or the Swing Loan Lender, as applicable, at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business DayDay (in the Administrative Agent’s sole discretion).
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of (i) any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods, and (ii) any Term Loans shall be applied pro rata to repay such Loans outstanding as Base Rate Loans and Eurodollar Rate Loans. AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of any Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Obligations described Revolving Credit Commitments; payments in any respect of the foregoing clauses first through fourth, Term Loans received by the available funds being applied Administrative Agent shall be distributed to each Term Loan Lender in accordance with respect to any such Obligation (unless Lender’s Ratable Portion of the Term Loans except as otherwise specified in such clauseSection 2.8(b) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.(
Appears in 1 contract
Sources: Credit Agreement (Knology Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including expenses) under any Loan Document not later than 11:00 A.M. (New York City time) on the day when due, due in Dollars, dollars to the Administrative Agent at its address referred to Payment Office in Section 11.8 in immediately available same day funds without set-off setoff, deduction or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed immediately available like funds relating to the payment of principal or interest or the commitment fee ratably (other than amounts payable pursuant to Section 2.6, Section 2.10, Section 2.13 or Section 8.4(b)) to the Lenders, in accordance with the application of payments set forth in clause (d) of this Section 2.8, as applicable, Banks for the account of their respective Applicable Lending Offices. Payments received by , and like funds relating to the Administrative Agent after 11:00 A.M. (New York City time) shall be deemed payment of any other amount payable to any Bank to such Bank for the account of its Applicable Lending Office, in each case to be received on applied in accordance with the next Business Dayterms of this Agreement.
(b) All computations of interest based on the Base Rate (except during such times as the Base Rate is determined pursuant to clause (a) of the definition thereof) shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and, subject to Section 8.8, all computations of interest based on the Eurodollar Rate, the Federal Funds Rate or, during such times as the Base Rate is determined pursuant to clause (a) of the definition thereof, the Base Rate and all computations of the commitment fee shall be made by the Administrative Agent, and all computations of interest pursuant to Section 2.6 shall be made by a Bank, on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest or commitment fee is payable. Each determination by the Administrative Agent (or, in the case of Section 2.6, by a Bank) of an interest rate hereunder shall be conclusive and twelve 30-day monthsbinding for all purposes, absent manifest error.
(c) Whenever any payment hereunder or under the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or the commitment fee, as the case may be; provided, however, if such extension would cause payment of interest on or principal of Eurodollar Advances to be made in the next following calendar month, such payment shall be made on the next preceding Business Day.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Banks hereunder that the Borrower will not make such payment in full, the following order:
Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Bank on such due date an amount equal to the amount then due such Bank. If and to the extent the Borrower shall not have so made such payment in full to the Administrative Agent, each Bank shall, subject to Section 8.8, repay to the Administrative Agent forthwith on demand such amount distributed to such Bank together with interest thereon, for each day from the date such amount is distributed to such Bank until the earlier of (i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due the date such Bank repays such amount to the Lenders;
Administrative Agent and (ii) secondthe date two Business Days after the date such amount is so distributed, to pay interest then due at the Federal Funds Rate and payable in respect of thereafter until the Loans;
(iii) third, to pay principal payments on the Loans, ratably date such Bank repays such amount to the aggregate principal amount of such Loans; and
(iv) fourth, to Administrative Agent at the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesFederal Funds Rate plus 2%.
Appears in 1 contract
Payments and Computations. (a) The Borrower Borrowers shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans), Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days with respect to Eurodollar Rate Loans and twelve 30-365/366 days with respect to all other computations, in each case for the actual number of days (including the first day monthsbut excluding the last day) occurring in the period for which such interest and fees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation owing under any Financing Agreement shall be made in Dollars; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Financing Agreements duly executed by the Administrative Agent may specify other currencies of payment for Obligations created by or directly related to such Financing Agreement.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the Borrowers to the Lenders prior to the date on which any payment is due hereunder that the Borrowers will not make such payment in full, the Administrative Agent may assume that the Borrowers have made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrowers shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9 (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers, second, to pay all other Obligations then due and payable and third, as the Borrower Agent so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agree that during the continuance of an Event of Default, and notwithstanding clause (f) above, the Administrative Agent may in its sole discretion, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall deliver a notice to each Deposit Account Bank and Control Account for each Approved Deposit Account and Approved Securities Intermediary (instructing them to cease complying with any instructions from any Loan Party and to transfer all funds therein to the Administrative Agent) and the Administrative Agent shall apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiii) secondthird, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiivi) thirdsixth, to pay or prepay principal payments amounts on the LoansLoans and Reimbursement Obligations, to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit), and to pay Cash Management Obligations and amounts owing with respect to Hedging Contracts, ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts, Cash Management Obligations and Obligations owing with respect to Hedging Contracts; and
(ivvii) fourthseventh, to the ratable payment of all other Secured Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Secured Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Secured Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata until such Protective Advances and Swing Loans are paid in full and then to repay the Loans. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrowers, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of all Lenders.
(h) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the proceeds of Swing Loans or the Revolving Loans unless the Borrowers make such payments on the next succeeding Business Day after the Borrower Agent receives written notice from the Administrative Agent requesting such payments. The Borrower hereby authorizes the Swing Loan Lender to make such Swing Loans pursuant to Section 2.3(a) (Swing Loans) and the Lenders to make such Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all principal payable with respect to the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and the Revolving Loans and to distribute the proceeds of such Swing Loans and the Revolving Loans to pay such amounts. The Borrowers agree that all such Swing Loans and the Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.2 (Conditions Precedent to Each Loan and Letter of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (J Crew Group Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, the currency of the underlying Loan (in the case of payments of principal and interest) and in Dollars (in the case of fees and all other amount) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurocurrency Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest for Base Rate Loans determined by reference to the rate of interest specified in clause (a) of the definition “Base Rate” shall be made by the Administrative Agent on the basis of a year of 365 days or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360 day year and actual days and twelve 30elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day monthsyear) or, in the case of interest in respect of Loans denominated in Euro as to which market practice differs from the foregoing, in accordance with such market practice. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan or EURIBOR Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans and EURIBOR Rate Loans, ratably, with those Eurocurrency Rate Loans and EURIBOR Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. AMENDED AND RESTATED CREDIT AGREEMENT ▇▇▇▇▇ HEALTHCARE CORPORATION
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.9(b) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 p.m. (New York City time) on the day when due, due in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 in 8.8 (Notices, Etc.)in immediately available funds without set-set off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 2:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or 365/366 days in the case of Obligations bearing interest at the Base Rate), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) In lieu of making any payment permitted or required under this Agreement other than on the last day of the Interest Period therefor so long as no Default or Event of Default shall have occurred and be continuing, the Borrower at its option may deposit with the Administrative Agent an amount equal to the amount of the Loan to be prepaid and such Loan shall be repaid on the last day of the Interest Period therefor in the required amount; provided that interest in respect of such Loan shall continue to accrue at the rate provided hereunder until such amount shall have been applied in full to prepay the Loans. Such deposit shall be held by the Administrative Agent in an escrow account established on terms reasonably satisfactory to the Administrative Agent. Such deposit shall constitute cash collateral for the Loans; provided that the Borrower may at any time direct that such deposit be applied to make the applicable payment required pursuant to this Section 2.10 (Interest); provided, further, that while a Default or Event of Default has occurred and is continuing, the Administrative Agent may apply such deposit to make the applicable payment required under this Agreement.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied to repay such Loans outstanding as Base Rate Loans or Eurodollar Rate Loans as notified by the Borrower to the Administrative Agent in writing (which writing may be by telecopy) not later than 1:00 p.m. (New York time) one Business Day prior to the scheduled date of such payment; provided, however, that if the Borrower fails to so notify the Administrative Agent, such payment shall be applied first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans.
(de) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion of the Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 6.2 (Remedies) shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iii) third, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders;
(iv) fourth, to pay interest then due and payable in respect of the Loans;
(iiiv) thirdfifth, to pay or prepay principal payments amounts on the Loans, ratably to the aggregate principal amount of such Loans; and
(ivvi) fourthsixth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v) and (vi) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of each the Administrative Agent's or Lender's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v) and (vi) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower or by any other Person that is not a Lender. The order of priority set forth in clauses (i) and (ii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Credit Agreement (Amc Entertainment Holdings, Inc.)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans), Section 2.15 (Capital Adequacy) or Section 2.16 (Taxes) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or 365/366 days in the case of Base Rate Loans), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) All (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender's Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(b) (Mandatory Prepayments) and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 (Remedies), shall apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities and Facility Cash Management Obligations then due to the LendersAdministrative Agent, the Lenders and the Issuers;
(iiiii) secondthird, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(iv) fourth, to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3 (Actions in Respect of Letters of Credit);
(v) fifth, to pay interest then due and payable in respect of the LoansLoans and Reimbursement Obligations;
(iiivi) thirdsixth, to pay or prepay principal payments amounts on the LoansLoans and Reimbursement Obligations, ratably to the aggregate principal amount of such reserved Loans; and, Reimbursement Obligations and Letter of Credit Undrawn Amounts,
(ivvii) fourthseventh, to pay up to $1,000,000 in Cash Management Obligations and up to $10,000,000 in amounts owing with respect to Hedging Contracts to the extent that the Administrative Agent has been notified to establish Availability Reserves and has done so with respect to such Obligations, ratably to the aggregate principal amount of such reserved Obligations;
(viii) eighth, to the ratable payment of all other ObligationsSecured Obligations (including Cash Management Obligations and Hedging Contracts to the extent not applied in respect of such Obligations in clause (vii) above); and
(ix) ninth, to the Borrower to the extent of any remaining proceeds; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v), (vi), (vii) and (viii) above the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Secured Obligation ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Secured Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Credit Lenders shall be allocated first to repay Protective Advances and Swing Loans pro rata and then to the Revolving Credit Lenders. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi), (vii) and (viii) above may at any time and from time to time be changed by the agreement of all Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i), (ii) and (iii) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
(h) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Swing
Appears in 1 contract
Sources: Credit Agreement (WCI Steel, Inc.)
Payments and Computations. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. The Borrower shall make each payment and prepayment hereunder (including fees and expenses) not later than 11:00 A.M. (New York City time) 2:00 p.m. on the day when due, (i) in Dollarsthe case of Loans, (ii) in the case of any accrued interest payable on a Loan, and (iii) in the case of all other payments under each Loan Document, in Dollars except as otherwise expressly provided herein or therein, in each case to the Administrative Agent Agent, for the account of the respective Lenders to which such payment is owed, at its address referred to the applicable Administrative Agent’s Office for payment and in Section 11.8 in immediately available funds Same Day Funds without condition or deduction for any defense, recoupment, set-off or counterclaim. The Administrative Agent will promptly thereafter cause distribute to be distributed immediately available funds relating to the payment of principal each Lender its Pro Rata Share (or interest to the Lenders, in accordance with the application of payments set forth in clause (dother applicable share as provided herein) of this Section 2.8, such payment in like funds as applicable, for the account of their respective received by wire transfer to such Lender’s Lending OfficesOffice. Payments All payments received by the Administrative Agent after 11:00 A.M. (New York City time) shall 2:00 p.m. may, at the Administrative Agent’s discretion, in each case be deemed to be received on the next succeeding Business DayDay and any applicable interest or fee shall continue to accrue.
(b) All computations of interest for Base Rate Loans shall be made by the Administrative Agent on the basis of a year of 360 365 days or 366 days, as the case may be, and twelve 30actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360-day monthsyear and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall bear interest for one (1) day. Each determination by the Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any SOFR Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay any such Loans outstanding as Base Rate Loans and then, to repay any such Loans outstanding as SOFR Loans, with those SOFR Loans, as applicable, having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may (but shall not be so required to), in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment to the Administrative Agent in Same Day Funds, then each Lender shall repay to the Administrative Agent forthwith on demand the portion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the applicable Overnight Rate from time to time in effect.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of Section 10.2(b) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, the Loans for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any of the Obligations described in any of the foregoing clauses first through fourth, the available funds being applied with respect to any such other Obligation (unless otherwise specified in such clause) shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the payment of such Obligations ratablyLenders, based on the in proportion of each Lender's interest in the aggregate outstanding Obligations described in such clausesto their respective Ratable Portions.
Appears in 1 contract
Sources: Credit Agreement (eHealth, Inc.)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 3:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the applicable Lenders, in accordance with the application of payments set forth in clause clauses (de) of this Section 2.8or (f) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15, Section 2.16 or Section 2.14(c) or (d) shall be paid only to any affected Lender. Payments received by the Administrative Agent after 11:00 A.M. 3:00 p.m. (New York City time) shall be deemed (in the Administrative Agent’s sole discretion) to be received on the next Business Day.
(b) . All computations of interest and of fees shall be made by the Administrative Agent on the basis of the actual number of days elapsed (in each case calculated to include the first day but exclude the last day) (i) over a year of 365 or 366 days, as the case may be, in the case of interest accruing at the Base Rate when the Base Rate is determined by reference to the Prime Rate, and (ii) over a year of 360 days at all other times. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and twelve 30-day months.
(c) binding for all purposes, absent manifest error. Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
interest or fees, as the case may be; provided, however, that if such extension would cause payment to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied as follows: first, to repay such Term Loans outstanding as Base Rate Loans and then, to repay such Term Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods. Unless the Administrative Agent shall have received notice from a Borrower prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first three Business Days, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent. Subject to the provisions of clause (df) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of the LC Borrower shall be applied as follows: first, to pay all Obligations (other than Obligations in respect of the Term Loans) then due and payable, and second, as the LC Borrower so designates. All payments of fees and all other payments in respect of any other Obligation (other than Obligations in respect of the Term Loans) shall be allocated among such of the LC Lenders and Issuers as are entitled thereto and, for such payments allocated to the LC Lenders, subject to Section 2.20, in proportion to their respective Ratable Portions (calculated (i) in the case of principal payments, without giving effect to the LC Exposure of any Defaulting Lender that has not fully funded its share of the Letter of Credit Obligations being repaid and (ii) in the case of fee payments, without giving effect to the LC Exposure of any Defaulting Lender for the amount of Letter of Credit Participation Fees or Letter of Credit Commitment Fees payable in respect of Letter of Credit Obligations for which such Defaulting Lender has not fully funded its share of the Letter of Credit Obligations) and as adjusted in accordance with Section 2.12(d) and Section 2.20(a)(iv). all payments and any other amounts received by the Administrative Agent from or for the benefit of the Term Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Term Lender, for which the Administrative Agent has not then been reimbursed by such Term Lender or the Term Borrower, second, to pay all other Obligations (other than Letter of Credit Obligations) then due and payable, and third, as the Term Borrower so designates. Payments in respect of Term Loans received by the Administrative Agent shall be distributed to each Term Lender in accordance with such Term Lender’s Ratable Portion thereof; and all payments of fees and all other payments in respect of any other Obligation (other than Letter of Credit Obligations) shall be allocated among such of the Term Lenders as are entitled thereto and, for such payments allocated to the Term Lenders, in proportion to their respective Ratable Portions. Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any net proceeds of Collateral after the occurrence and during the continuance of an Event of Default, whether from a Loan Party’s sale of Collateral or the Collateral Agent’s or any Secured Party’s receipt of proceeds from any exercise of remedies, and each Borrower and each Lender agrees that, during such time, the Administrative Agent and the Collateral Agent shall apply all payments in respect of any Obligations (other than payments from the Loan Parties of accrued interest and fees and scheduled principal payments) and all other proceeds of Collateral shall be applied by the Administrative Agent Collateral, in the following order:
order (i) subject to an adjustments under Section 2.20(a)(ii)): first, to pay Reimbursement Obligations owed to any Issuer for which such Issuer has not then been reimbursed by any LC Lender or the LC Borrower; second, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Lenders;
(ii) second, to pay interest then due Administrative Agent and payable in respect of the Loans;
(iii) Collateral Agent; third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Obligations described in any of Lenders and the foregoing clauses first through Issuers; fourth, the available funds being applied with to pay Obligations in respect to of any such Obligation (unless otherwise specified in such clause) shall be allocated fees then due to the payment of such Obligations ratablyAdministrative Agent, based on the proportion of each Lender's interest in Collateral Agent, the aggregate outstanding Obligations described in such clauses.Lenders and the Issuers;
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or, in the case of interest accruing at the Base Rate, 365 days or 366 days, as applicable), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(b) or (d) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Revolving Credit Lender’s Ratable Portion; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Revolving Credit Lenders, in proportion to their respective Ratable Portions.
(g) Notwithstanding the provisions of Section 2.9(d) (Mandatory Prepayments) above, the Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment provisions of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Section 2.9
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment required to be made by it hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in DollarsDollars or Euros (depending on the denomination of the Obligation being paid), to the Administrative Agent at its address referred to in Section 11.8 12.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause Section 2.10(b) (dMandatory Prepayments) of this Section 2.8and in clauses (e) or (f) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.16 (Capital Adequacy), 2.17 (Taxes) or Section 2.15(c) (Increased Costs) or (d) (Illegality) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest (other than the Overdraft Advance Interest Rate) and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent or the Swing Loan Lender, as applicable, of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurocurrency Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments made of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurocurrency Rate Loans, with those Eurocurrency Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(d) Unless the Administrative Agent shall have received notice from the U.S. Borrower to the Lenders prior to the date on which any payment is due hereunder that the applicable Borrower will not make such payment in full, the Administrative Agent may assume that the applicable Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the applicable Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day after such demand, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (f) below (or required to be applied in accordance with Section 2.10 (b) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of any Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the AMENDED AND RESTATED CREDIT AGREEMENT FMC CORPORATION Administrative Agent has not then been reimbursed by such Lender or the applicable Borrower, second, to pay all other Obligations then due and payable and third, as the U.S. Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; payments in respect of and Competitive Bid Loans shall be applied ratably to the Competitive Bid Loans then due; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment provisions of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Section 2.10
Appears in 1 contract
Sources: Credit Agreement (FMC Corp)
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section 11.8 10.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed in immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8, as applicable, for the account of their respective Lending Officesapplicable lending offices; provided, however, that amounts payable pursuant to Sections 2.14 (Capital Adequacy), 2.15 (Taxes) or 2.13(c) or (d) (Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swingline Loans shall be paid only to the Swingline Lender. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest in respect of interest at the Base Rate calculated pursuant to clause (a) of the definition thereof shall be made by the Administrative Agent on the basis of a 365/366-day year and actual days elapsed; all other computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that such Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below, all payments and any other amounts received by the Administrative Agent from or for the benefit of each Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced to such Borrower pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as such Borrower so designates. Payments in respect of Swingline Loans received by the Administrative Agent shall be distributed to the Swingline Lender, payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Required Lenders or (B) the acceleration of the Obligations pursuant to Section 8.1, shall, apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent such Borrower in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent; Issuers;
(iiiii) secondthird, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the Loans and Reimbursement Obligations;
(vi) sixth, to pay or prepay principal amounts on the Swingline Loans;
(iiivii) thirdseventh, to pay or prepay principal payments amounts on all other Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the Loansmanner described in Section 8.2 (Actions in Respect of Letters of Credit), ratably to the aggregate principal amount of such Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(ivviii) fourtheighth, to the ratable payment of all other Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first (i) through fourth(viii) above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses (i) through (viii) above may at any time and from time to time be changed by the agreement of the Required Lenders without necessity of notice to or consent of or approval by the Borrowers or by any other Person that is not a Lender or Issuer. The order of priority set forth in clauses (i) through (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Required Lenders. The order of priority set forth in clauses (i) through (vi) above may be changed only with the prior written consent of the Swingline Lender in addition to that of the Required Lenders.
(h) At the option of the Administrative Agent, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Revolving Loans may be paid from the proceeds of Swingline Loans or Revolving Loans. Each Borrower hereby authorizes the Swingline Lender to make such Swingline Loans pursuant to Section 2.4 (Swingline Loans) and the Lenders to make such Revolving Loans pursuant to Section 2.2(a) (Borrowing Procedures) from time to time in the amounts of any and all Reimbursement Obligations, interest, fees, expenses and other sums payable by it in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. Each Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 4.2 (Conditions Precedent to Each Extension of Credit), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit Agreement
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. noon (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 13.7 in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable; provided, for however, that amounts payable pursuant to Section 2.14(b), Section 2.14(c), Section 2.15 or Section 2.16, shall be paid only to the account of their respective Lending Officesaffected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and fees hereunder shall be made by the Administrative Agent computed on the basis of a year of 360 days, except that interest computed by reference to the CB Floating Rate at times when the CB Floating Rate is based on the Prime Rate shall be computed on the basis of a year of 365 days (or 366 days in a leap year), and twelve 30-day monthsin each case shall be payable for the actual number of days elapsed. The applicable CB Floating Rate, Adjusted LIBO Rate or LIBO Rate shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as CBFR Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Effective Rate for the first Business Day and thereafter at the rate applicable to CBFR Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.8), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable (without, for the avoidance of doubt, in the case of any repayment of any Revolving Loan, a permanent reduction in the Revolving Commitments) and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Lender in accordance with such Revolving Lender’s Revolving Percentage; payments in respect of Term Loans received by the Administrative Agent shall be distributed to each Term Lender in accordance with such Term Lender’s Term Percentage and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Aggregate Exposure Percentage.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.8 and clause (f) above, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to Section 9.2 shall, apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due to the LendersAdministrative Agent;
(iiiii) secondthird, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders and the Issuers;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent, the Arranger, the Lenders and the Issuers;
(v) fifth, to pay interest then due and payable in respect of the LoansRevolving Loans and Reimbursement Obligations (including interest that would have accrued but for a bankruptcy proceeding involving the Borrower);
(iiivi) thirdsixth, to pay or prepay principal payments amounts on the LoansRevolving Loans and Reimbursement Obligations, and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in Section 9.3, ratably to the aggregate principal amount of such Revolving Loans; and, Reimbursement Obligations and Letter of Credit Undrawn Amounts;
(ivvii) fourthseventh, to pay Obligations in respect of Cash Management Obligations and Hedging Contracts in an aggregate amount not to exceed $2,500,000, ratably;
(viii) eighth, to pay interest then due and payable in respect of the Term Loans (including interest that would have accrued but for a bankruptcy proceeding involving the Borrower);
(ix) ninth, to pay or prepay principal amounts on the Term Loans;
(x) tenth, to pay all other Obligations in respect of Cash Management Obligations and Hedging Contracts, ratably;
(xi) eleventh, to the ratable payment of all other Obligations; and
(xii) twelfth, to the payment of the surplus, if any, to the Borrower; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix), (x) and (xi) above the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s or Issuer’s interest in the aggregate outstanding Obligations described in such clauses; provided, however, that payments that would otherwise be allocated to the Revolving Lenders shall be allocated first to repay Protective Advances pro rata until such Protective Advances are repaid in full and then to repay the Revolving Loans or to provide cash collateral for outstanding Letters of Credit. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix), (x), (xi) and (xii) above may at any time and from time to time be changed pursuant to the terms of Section 13.1 without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer.
(h) At the option of the Administrative Agent, (i) upon one Business Day prior written notice to the Borrower, fees, expenses and other sums (other than principal), in each case, then due and payable in respect of the Revolving Loans may be paid from the proceeds of Revolving Loans and (ii) Reimbursement Obligations, interest in respect of the Revolving Loans and Protective Advances may be paid from the proceeds of Revolving Loans. The Borrower hereby authorizes the Revolving Lenders to make such Revolving Loans pursuant to Section 2.2(a) from time to time in the amounts of any and all principal payable with respect to the Reimbursement Obligations, interest, fees, expenses and other sums payable in respect of the Revolving Loans and Protective Advances, and further authorizes the Administrative Agent to give the Lenders notice of any Revolving Borrowing with respect to such Revolving Loans and to distribute the proceeds of such Revolving Loans to pay such amounts. The Borrower agrees that all such Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in Section 3.3, which conditions the Revolving Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Revolving Credit, Term Loan and Guarantee Agreement (Us Concrete Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the LendersLenders ratably, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.12 (Capital Adequacy), Section 2.13 (Taxes) or Section 2.11(c) or (d)(Special Provisions Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business DayDay (in the Administrative Agent’s sole discretion).
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Term Loan (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Term Loan was made or such cost, expense or other Obligation was incurred; provided, however, that other than for payments in respect of a Term Loan, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Term Loans shall be applied pro rata to repay such Term Loans outstanding as Base Rate Loans and Eurodollar Rate Loans. 2ND LIEN CREDIT AGREEMENT KNOLOGY, INC.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied, subject to the terms of the Intercreditor Agreement, in accordance with Section 2.6(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Term Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender’s Ratable Portion of the Term Loans. All payments of fees and all other payments in respect of any other Obligation shall be allocated, among such of the Lenders as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.6(c) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Each Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 12:00 noon (New York City time) on the day when due, due in Dollars, Dollars to the Administrative Agent at its address referred to in Section 11.8 in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15, Section 2.16 or Section 2.14(c) or (d) shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (or, in the case of Loans bearing interest by reference to Citibank’s base rate, a year of 365 or, if applicable, 366 days), in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrowers of any Loan (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligations shall be made in Dollars.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; provided, however, that if such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(de) All Unless the Administrative Agent shall have received notice from the applicable Borrower to the Lenders prior to the date on which any payment is due hereunder that such Borrower will not make such payment in full, the Administrative Agent may assume that such Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the applicable Borrower shall not have made such payment in full to the Administrative Agent, each applicable Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c)), all payments and any other amounts received by the Administrative Agent from or for the benefit of a Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans of such Borrower the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or such Borrower, second, to pay all other Obligations of such Borrower then due and payable and third, as the applicable Borrower so designates. Payments in respect of the Loans received by the Administrative Agent shall be distributed to each applicable Lender in accordance with such Lender’s Ratable Portion of the applicable Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated to the applicable Lenders, in proportion to their respective Ratable Portions.
(g) Each Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, notwithstanding the provisions of Section 2.9(c) and clause (f) above shall apply all payments in respect of any Obligations and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first, to pay interest on and then principal of any portion of the Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers;
(ii) second, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Administrative Agent;
(iii) third, to pay Secured Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iiiv) secondfourth, to pay Secured Obligations in respect of any fees then due to the Administrative Agent, the Lenders;
(v) fifth, to pay interest then due and payable in respect of the Loans (or after the Conversion Date, the Term Loans);
(iiivi) thirdsixth, to pay or prepay principal payments amounts on the Loans, ratably to the aggregate principal amount of such Loans; and
(ivvii) fourthseventh, to the ratable payment of all other Secured Obligations; provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Secured Obligation described in any of the foregoing clauses first through fourth(i), (ii), (iii), (iv), (v), (vi) and (vii) above, the available funds being applied with respect to any such Secured Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations Secured Obligation ratably, based on the proportion of the Administrative Agent’s and each Lender's ’s interest in the aggregate outstanding Secured Obligations described in such clauses. The order of priority set forth in clauses (i), (ii), (iii), (iv), (v), (vi) and (vii) above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by either Borrower, any Secured Party that is not a Lender or by any other Person that is not a Lender. The order of priority set forth in clauses (i), (ii), (iii) and (iv) above may be changed only with the prior written consent of the Administrative Agent in addition to that of the Requisite Lenders.
Appears in 1 contract
Sources: Credit Agreement (Prologis)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 3:00 p.m. (New York City time) on the day when due, in Dollars, to the Administrative Agent at its address referred to in Section SECTION 11.8 (NOTICES, ETC.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause CLAUSES (de) of this Section 2.8or (f) below, as applicable, for the account of their respective Applicable Lending Offices; PROVIDED, HOWEVER, that amounts payable pursuant to SECTION 2.16 (CAPITAL ADEQUACY), SECTION 2.17 (TAXES) or SECTION 2.15(c) (INCREASED COSTS) or (d) (ILLEGALITY) shall be paid only to any affected Lender (or, if to the Fronting Lender, only to the extent of the interest of the affected Tranche B Investor) and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 3:00 p.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of an interest rate hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interestinterest or fees, as the case may be; PROVIDED, HOWEVER, that if such extension would cause payment to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans shall be applied as follows: FIRST, to repay such Loans outstanding as Base Rate Loans and THEN, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(d) All Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(e) Subject to the provisions of CLAUSE (f) below (and except as otherwise provided in SECTION 2.10 (MANDATORY PREPAYMENTS)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: FIRST, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, SECOND, to pay all other Obligations then due and payable, and THIRD, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Lender in accordance with such Lender's Ratable Portion of the Commitments; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(f) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations and any proceeds of Collateral after the occurrence and during the continuance of an Event of Default and agrees that, during such time, the Administrative Agent may, and, upon either (A) the written direction of the Requisite Lenders or (B) the acceleration of the Obligations pursuant to SECTION 9.2 (REMEDIES), shall, deliver a Blockage Notice to each Deposit Account Bank and apply all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account and all other proceeds of Collateral shall be applied by the Administrative Agent in the following order:
(i) first: FIRST, to pay interest on and then principal of any portion of the Revolving Loans that the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower; SECOND, to pay interest on and then principal of any Swing Loan; THIRD, to pay Obligations in respect of any expense reimbursements or indemnities (including fees and expenses in respect of cash management services) then due to the Lenders;
Administrative Agent; FOURTH, to pay Obligations in respect of any expense reimbursements or indemnities (iiincluding fees and expenses in respect of cash management services) secondthen due to the Lenders and the Issuers; FIFTH, to pay Obligations in respect of any fees then due to the Administrative Agent, the Lenders and the Issuers; SIXTH, to pay interest then due and payable in respect of the Revolving Loans (ratably to the aggregate principal amount of such Revolving Loans;
(iii) thirdand Reimbursement Obligations; SEVENTH, to pay or prepay principal payments amounts on the LoansRevolving Loans and Reimbursement Obligations and to provide cash collateral for outstanding Letter of Credit Undrawn Amounts in the manner described in SECTION 9.3 (ACTIONS IN RESPECT OF LETTERS OF CREDIT), ratably to the aggregate principal amount of such Revolving Loans, Reimbursement Obligations and Letter of Credit Undrawn Amounts; and
(iv) fourthand EIGHTH, to the ratable payment of all other Obligations; providedPROVIDED, howeverHOWEVER, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations Obligation described in any of the foregoing clauses first CLAUSES FIRST through fourthEIGHTH above, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Administrative Agent's and each Lender's or Issuer's interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in CLAUSES FIRST through EIGHTH above may at any time and from time to time be changed by the agreement of the Requisite Lenders without necessity of notice to or consent of or approval by the Borrower, any Secured Party that is not a Lender or Issuer or by any other Person that is not a Lender or Issuer. The order of priority set forth in CLAUSES FIRST through FIFTH above may be changed only with the prior written consent of the Administrative Agent in addition to the Requisite Lenders; and PROVIDED, FURTHER, that, any payment in respect of the principal of any Refinancing Loan, such payment shall not be applied to repay such Refinancing Loans unless each Non-Participating Prepetition Lender has concurrently with or prior to such payment received from the Borrower a related payment in an amount equal to such Non-Participating Prepetition Lender's Prepetition Pro Rata Percentage of the Prepetition L/C Disbursement Loan relating to such Refinancing Loan (and, if possible, such payments received shall be paid over to Non-Participating Lenders to ensure all Prepetition Revolving Lenders receive their Pro Rata Percentages of payments made by the Borrower in respect of each Prepetition L/C Disbursement Loan). Any payment received by the Administrative Agent and not identified as a payment in respect of Refinancing Loans may be classified as a payment in respect of Refinancing Loans or other Loans in the Administrative Agent's sole discretion.
(g) At the option of the Administrative Agent, principal on the Swing Loans, Reimbursement Obligations, interest, fees, expenses and other sums due and payable in respect of the Loans and Protective Advances may be paid from the proceeds of Swing Loans or Revolving Loans. The Borrower hereby authorizes the Swing Loan Lender to make Swing Loans pursuant to SECTION 2.3(a) (SWING LOANS) and the Lenders to make Revolving Loans pursuant to SECTION 2.2(a) (BORROWING PROCEDURES) from time to time in the Swing Loan Lender's or such Lender's discretion, that are in the amounts of any and all principal payable with respect to the Swing Loans and interest, fees, expenses and other sums payable in respect of the Revolving Loans, and further authorizes the Administrative Agent to give the Lenders notice of any Borrowing with respect to such Swing Loans and Revolving Loans and to distribute the proceeds of such Swing Loans and Revolving Loans to pay such amounts. The Borrower agrees that all such Swing Loans and Revolving Loans so made shall be deemed to have been requested by it (irrespective of the satisfaction of the conditions in SECTION 3.2 (CONDITIONS PRECEDENT TO EACH LOAN AND LETTER OF CREDIT), which conditions the Lenders irrevocably waive) and directs that all proceeds thereof shall be used to pay such amounts.
Appears in 1 contract
Sources: Credit Agreement (Washington Group International Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. a.m. (New York City time) on the day when due, in the currency specified herein (or, if no such currency is specified, in Dollars, ) to the Administrative Agent at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.14 (Capital Adequacy), Section 2.15 (Taxes) or Section 2.13(c) Increased Costs or (d) Illegality shall be paid only to the affected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. a.m. (New York City time) shall be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by a Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expense or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of any Revolving Loans or Term Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon at the Federal Funds Rate, for the first Business Day, and, thereafter, at the rate applicable to Base Rate Loans, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.8(c) (Mandatory Prepayments)), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation provisions of Section 2.8(c) (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.
Appears in 1 contract
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 2:00 p.m. (New York City time) ), on the day when due, in Dollars, except as specified in the following sentence, to the Administrative Agent at its address referred to in Section 11.8 the Agent’s Office for payments in immediately available funds without set-off setoff or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, applicable Lending Offices of the applicable Lenders for such payments ratably in accordance with the application amount of payments set forth in clause (d) of this such principal, interest or fees due and owing to such Lenders on such date; provided, however, that amounts payable pursuant to Section 2.8, as applicable, for 2.14 or Section 2.15 shall be paid only to the account of their respective Lending Officesaffected Lender or Lenders. Payments received by the Administrative Agent after 11:00 A.M. 2:00 p.m. (New York City time) shall shall, at the option of the Agent, be deemed to be received on the next Business Day.
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days (other than computations of interest for Base Rate Term Loans calculated by reference to the Prime Rate, which shall be made by the Agent on the basis of a year of 365 or 366 days, as the case may be, in each case, for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable). Each determination by
(c) [Reserved].
(cd) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that that, if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Term SOFR Term Loan to be made in respect the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of Term Loans shall be applied as follows: first, to repay such Term Loans outstanding as Base Rate Term Loans, and second, to repay such Term Loans outstanding as Term SOFR Term Loans, with those Term SOFR Term Loans having earlier expiring Interest Periods being repaid prior to those having later expiring Interest Periods.
(e) Unless the Agent shall have received notice from the Borrower to the Lenders prior to the date on which any of payment is due hereunder that the Obligations described Borrower will not make such payment in any of the foregoing clauses first through fourthfull, the available funds being applied with respect to any Agent may assume that the Borrower has made such Obligation (unless otherwise specified payment in such clause) shall be allocated full to the Agent on such date and the Agent may, in reliance upon such assumption, cause to be distributed to each applicable Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment of in full to the Agent, each applicable Lender shall repay to the Agent forthwith on demand such Obligations ratablyamount distributed to such Lender together with interest thereon (at the Federal Funds Effective Rate for the first Business Day, based on and, thereafter, at the proportion of rate applicable to Base Rate Term Loans) for each Lender's interest in day from the aggregate outstanding Obligations described in date such clausesamount is distributed to such Lender until the date such Lender repays such amount to the Agent.
Appears in 1 contract
Sources: Amendment and Restatement Agreement (Clean Harbors Inc)
Payments and Computations. (a) The Borrower shall make each payment hereunder (including fees and expenses) not later than 11:00 A.M. 1:00 p.m. (New York City time) on the day when due, in Dollars, Dollars to the Administrative Agent or the Swing Loan Lender, as applicable, at its address referred to in Section 11.8 (Notices, Etc.) in immediately available funds without set-off or counterclaim. The Administrative Agent will shall promptly thereafter cause to be distributed immediately available funds relating to the payment of principal principal, interest or interest fees to the Lenders, in accordance with the application of payments set forth in clause (df) of this Section 2.8or (g) below, as applicable, for the account of their respective Applicable Lending Offices; provided, however, that amounts payable pursuant to Section 2.15 (Capital Adequacy), Section 2.16 (Taxes) or Section 2.14(c) or (d) (Special Provisions AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC. Governing Eurodollar Rate Loans) shall be paid only to the affected Lender or Lenders and amounts payable with respect to Swing Loans shall be paid only to the Swing Loan Lender. Payments received by the Administrative Agent after 11:00 A.M. 1:00 p.m. (New York City time) shall be deemed to be received on the next Business DayDay (in the Administrative Agent’s sole discretion).
(b) All computations of interest and of fees shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest and twelve 30-day monthsfees are payable except for interest in connection with Base Rate Loans which shall be calculated on the basis of the actual number of calendar days in the applicable year. Each determination by the Administrative Agent of a rate of interest hereunder shall be conclusive and binding for all purposes, absent manifest error.
(c) Each payment by the Borrower of any Loan, Reimbursement Obligation (including interest or fees in respect thereof) and each reimbursement of various costs, expenses or other Obligation shall be made in the currency in which such Loan was made, such Letter of Credit issued or such cost, expense or other Obligation was incurred; provided, however, that (i) the Letter of Credit Reimbursement Agreement for a Letter of Credit may specify another currency for the Reimbursement Obligation in respect of such Letter of Credit and (ii) other than for payments in respect of a Loan or Reimbursement Obligation, Loan Documents duly executed by the Administrative Agent or any Hedging Contract may specify other currencies of payment for Obligations created by or directly related to such Loan Document or Hedging Contract.
(d) Whenever any payment hereunder shall be stated to be due on a day other than a Business Day, the due date for such payment shall be made on extended to the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest.
(d) All payments in respect of any Obligations and all other proceeds of Collateral shall be applied by interest or fees, as the Administrative Agent in the following order:
(i) first, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(ii) second, to pay interest then due and payable in respect of the Loans;
(iii) third, to pay principal payments on the Loans, ratably to the aggregate principal amount of such Loans; and
(iv) fourth, to the ratable payment of all other Obligationscase may be; provided, however, that if sufficient funds are not available to fund all payments such extension would cause payment of interest on or principal of any Eurodollar Rate Loan to be made in the next calendar month, such payment shall be made on the immediately preceding Business Day. All repayments of (i) any Revolving Loans shall be applied as follows: first, to repay such Loans outstanding as Base Rate Loans and then, to repay such Loans outstanding as Eurodollar Rate Loans, with those Eurodollar Rate Loans having earlier expiring Eurodollar Interest Periods being repaid prior to those having later expiring Eurodollar Interest Periods, and (ii) any Term Loans shall be applied pro rata to repay such Loans outstanding as Base Rate Loans and Eurodollar Rate Loans.
(e) Unless the Administrative Agent shall have received notice from the Borrower to the Lenders prior to the date on which any payment is due hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have made such payment in full to the Administrative Agent, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon (at the Federal Funds Rate for the first Business Day and, thereafter, at the rate applicable to Base Rate Loans) for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent.
(f) Except for payments and other amounts received by the Administrative Agent and applied in accordance with the provisions of clause (g) below (or required to be applied in accordance with Section 2.9(c) (Mandatory Prepayments)), all payments and any other amounts AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC. received by the Administrative Agent from or for the benefit of the Borrower shall be applied as follows: first, to pay principal of, and interest on, any portion of the Loans the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrower, second, to pay all other Obligations then due and payable and third, as the Borrower so designates. Payments in respect of Swing Loans received by the Administrative Agent shall be distributed to the Swing Loan Lender; payments in respect of Revolving Loans received by the Administrative Agent shall be distributed to each Revolving Credit Lender in accordance with such Lender’s Ratable Portion of the Revolving Credit Commitments; payments in respect of the Term Loans received by the Administrative Agent shall be distributed to each Term Loan Lender in accordance with such Lender’s Ratable Portion of the Term Loans; and all payments of fees and all other payments in respect of any other Obligation shall be allocated among such of the Lenders and Issuers as are entitled thereto and, for such payments allocated to the Lenders, in proportion to their respective Ratable Portions.
(g) The Borrower hereby irrevocably waives the right to direct the application of any and all payments in respect of the Obligations described in and any proceeds of Collateral after the foregoing clauses first through fourthoccurrence and during the continuance of an Event of Default and agrees that, notwithstanding the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment provisions of such Obligations ratably, based on the proportion of each Lender's interest in the aggregate outstanding Obligations described in such clauses.Section 2.9
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Sources: Credit Agreement (Knology Inc)