Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). Unless the Borrower otherwise directs, principal payments shall be applied first to the Base Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 2 contracts
Sources: Credit Agreement (Accretive Health, Inc.), Credit Agreement (Accretive Health, Inc.)
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). Unless the Borrower otherwise directs, principal payments shall be applied first to the Base Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date dueunder an Application, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 2 contracts
Sources: Credit Agreement (Diamond Management & Technology Consultants, Inc.), Credit Agreement (Diamond Management & Technology Consultants, Inc.)
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). Unless the Borrower otherwise directs, principal payments shall be applied first to the relevant Base Rate Portion until payment in full thereof, with any balance applied to the relevant LIBOR Portions in the order in which their Interest Periods expire. Any amount repaid under the Revolving Credit may, subject to the terms and conditions hereof, be borrowed, repaid, and borrowed again. No amount repaid on the Term Loan Note, the Mortgage Note, or the Equipment Note may be reborrowed, and partial prepayments of the Term Loan Note, the Mortgage Note, and the Equipment Note (on or after the Equipment Loan Commitment Termination Date) shall be applied to the several remaining installments thereof in the inverse order of maturity. The Borrower hereby irrevocably authorizes the Bank to (ah) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (bi) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank hereunder without regard to the provisions of Section 7 0 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, under an Application or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to Administrative Agent for the Bank benefit of the Lenders at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Administrative Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank Administrative Agent after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off set‑off or counterclaim and without reduction for, and free from, any and all present or future taxesTaxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes Taxes imposed on or measured by the net income of the BankAdministrative Agent or any Lender). Unless the Borrower otherwise directs, principal payments shall be applied first to the relevant Base Rate Portion Loans until payment in full thereof, with any balance applied to the LIBOR Portions relevant Eurodollar Loans in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank Administrative Agent to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank Administrative Agent and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank Administrative Agent of behalf of Lenders hereunder without regard to the provisions of Section 7 4 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, a Reimbursement Obligation or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank Administrative Agent shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank Administrative Agent shall incur no liability to the Borrower or any other Person for its failure to do so. Anything contained herein to the contrary notwithstanding (including Section 2.9(b) and (c)), all payments and collections received in respect of the Obligations and all proceeds of the Collateral received, in each instance, by Administrative Agent or any of the Lenders after acceleration or the final maturity of the Obligations or termination of the Commitments as a result of an Event of Default shall be remitted to Administrative Agent and distributed as follows:
(i) first, to the payment of any outstanding costs and expenses incurred by Administrative Agent, and any security trustee therefor, in monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral, in protecting, preserving or enforcing rights under the Loan Documents, and in any event including all costs and expenses of a character which Borrower has agreed to pay Administrative Agent under Section 9.5 (such funds to be retained by Administrative Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to Administrative Agent);
(ii) second, to the payment of the Swingline Loans, both for principal and accrued but unpaid interest;
(iii) third, to the payment of any outstanding interest and fees due under the Loan Documents to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof;
(iv) fourth, to the payment of principal on the Loans (other than Swingline Loans), unpaid Reimbursement Obligations, and together with amounts to be held by Administrative Agent as collateral security for any outstanding L/C Obligations (until Administrative Agent is holding an amount of cash equal to the then outstanding amount of all such L/C Obligations), and Hedging Liability (provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the Commodity Exchange Act at the time such Swap Obligation was incurred may not be used to satisfy such Swap Obligation), the aggregate amount paid to, or held as collateral security for, the Lenders and L/C Issuer and, in the case of Hedging Liability, their Affiliates to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof;
(v) fifth, to the payment of all other unpaid Obligations and all other indebtedness, obligations, and liabilities of Borrower and its Subsidiaries secured by the Loan Documents (including Bank Product Obligations) (provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the Commodity Exchange Act at the time such Swap Obligation was incurred may not be used to satisfy such Swap Obligation) to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof; and
(vi) finally, to Borrower or whoever else may be lawfully entitled thereto.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to Administrative Agent for the Bank benefit of the Lenders at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Administrative Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank Administrative Agent after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxesTaxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes Taxes imposed on or measured by the net income of the BankAdministrative Agent or any Lender). Unless the Borrower otherwise directs, principal payments shall be applied first to the relevant Base Rate Portion Loans until payment in full thereof, with any balance applied to the LIBOR Portions relevant Eurodollar Loans in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank Administrative Agent to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank Administrative Agent and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank Administrative Agent of behalf of Lenders hereunder without regard to the provisions of Section 7 4 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, a Reimbursement Obligation or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank Administrative Agent shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank Administrative Agent shall incur no liability to the Borrower or any other Person for its failure to do so. Anything contained herein to the contrary notwithstanding (including Section 2.9(b) and (c)), all payments and collections received in respect of the Obligations and all proceeds of the Collateral received, in each instance, by Administrative Agent or any of the Lenders after acceleration or the final maturity of the Obligations or termination of the Commitments as a result of an Event of Default shall be remitted to Administrative Agent and distributed as follows:
(i) first, to the payment of any outstanding costs and expenses incurred by Administrative Agent, and any security trustee therefor, in monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral, in protecting, preserving or enforcing rights under the Loan Documents, and in any event including all costs and expenses of a character which Borrower has agreed to pay Administrative Agent under Section 9.5 (such funds to be retained by Administrative Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to Administrative Agent);
(ii) second, to the payment of the Swingline Loans, both for principal and accrued but unpaid interest;
(iii) third, to the payment of any outstanding interest and fees due under the Loan Documents to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof;
(iv) fourth, to the payment of principal on the Loans (other than Swingline Loans), unpaid Reimbursement Obligations, and together with amounts to be held by Administrative Agent as collateral security for any outstanding L/C Obligations (until Administrative Agent is holding an amount of cash equal to the then outstanding amount of all such L/C Obligations), and Hedging Liability (provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the Commodity Exchange Act at the time such Swap Obligation was incurred may not be used to satisfy such Swap Obligation), the aggregate amount paid to, or held as collateral security for, the Lenders and L/C Issuer and, in the case of Hedging Liability, their Affiliates to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof;
(v) fifth, to the payment of all other unpaid Obligations and all other indebtedness, obligations, and liabilities of Borrower and its Subsidiaries secured by the Loan Documents (including Bank Product Obligations) (provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the Commodity Exchange Act at the time such Swap Obligation was incurred may not be used to satisfy such Swap Obligation) to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof; and
(vi) finally, to Borrower or whoever else may be lawfully entitled thereto.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations amounts payable under the Loan Documents hereunder shall be made to the Bank Agent at its office at ▇▇▇ ▇111 ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or ▇▇ at such other place as the Bank Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and restrictions or conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the BankLender). Payments received by the Agent after 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. Except as herein provided, all payments shall be received by the Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Lenders. Unless Mort▇▇ (▇▇ich is acting on behalf of the Borrower Borrowers pursuant to Section 1.6 hereof) otherwise directsdirects or this Agreement otherwise requires, principal payments on any particular class of Notes shall be first applied first to the Base Domestic Rate Portion of such Notes until payment in full thereof, with any balance applied to the LIBOR Portions of such Notes in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Any amount paid or prepaid on the Bank Revolving Credit Notes may, subject to all of the terms and conditions hereof, be borrowed, repaid and borrowed again. No amount paid or prepaid on the Term Notes may be reborrowed. Anything contained herein to the contrary notwithstanding, all payments and collections received in respect of the Loans and other Obligations by the Agent or any of the Lenders after the occurrence of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) charge from time first, to time the payment of any outstanding costs and expenses incurred by the Agent in protecting, preserving or enforcing rights under this Agreement and the other Loan Documents and in any event including all costs and expenses of a character which the Borrower’s deposit accounts with Borrowers have agreed to pay under Section 11.4 hereof (such funds to be retained by the Bank and/or Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to the Agent); (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard second, to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment outstanding interest or other fees and letter of credit fees, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or indemnification amounts due under the Loan Documents other Loan Documentsthan for principal of the Loans and L/C Obligations, which notice, if requested by ratably as among the Borrower, shall include a reasonably detailed statement Agent and the Lenders in accord with the amount of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account interest and other fees or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.Obligations owing each;
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable to the Bank under the Loan Documents shall be made to the Bank at its office located at ▇1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxestaxes (except for income or franchise taxes as set forth in Section 11.1 hereof), levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income or gross receipts of the Bank). Unless the either Borrower otherwise directs, principal payments shall be applied first to the Base Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expire. The Each Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date dueunder an Application, or (ii) after five (5) days prior notice to the Borrowerotherwise); provided, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower Borrowers or any other Person for its failure to do so. The Bank agrees to use reasonable efforts to provide the Borrowers with prompt written notice of any such charge made or Loan advanced pursuant to the preceding sentence.
Appears in 1 contract
Sources: Credit Agreement (Hub Group Inc)
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under by the Loan Documents Borrowers hereunder shall be made in Dollars to the Bank Administrative Agent at its office at ▇▇▇ ▇111 ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. ▇▇▇▇▇ ▇▇▇ in immediately available funds, prior to 12:00 noon (Chicago time) on the date any of such payment is due and payablepayment. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as Subject to Section 12.18 of the opening of business on the next Business Day. All this Agreement, all such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or and future taxes, levies, imposts, duties, fees, charges, deductions, deductions withholdings, restrictions, and restrictions or conditions of any nature imposed by any government or any political subdivision or taxing authority thereof thereof. Any payments received after 12:00 noon (but excluding Chicago time) (or after any taxes imposed on or measured by later time the net income Banks may otherwise direct) shall be deemed received upon the following Business Day. All prepayments of the Bank). Unless the Borrower otherwise directs, principal payments Term Loans shall be applied first to the Base Rate Portion several principal installments thereof in the inverse order of their respective maturities, unless otherwise required by this Agreement. The Administrative Agent shall remit to each Bank its proportionate share of each payment of principal, interest and fees received by the Administrative Agent by 12:00 noon (Chicago time) on the same day of its receipt and its proportionate share of each such payment received by the Administrative Agent after 12:00 noon (Chicago time) on the Business Day following its receipt by the Administrative Agent. In the event the Administrative Agent does not remit any amount to any Bank when required by the preceding sentence, the Administrative Agent shall pay to such Bank interest on such amount until payment in full thereof, with any balance applied paid at a rate per annum equal to the LIBOR Portions in the order in which their Interest Periods expireFed Funds Rate. The Each Borrower hereby irrevocably authorizes the Bank Administrative Agent, at any time that an Event of Default has occurred and is continuing hereunder, to (a) charge from time to time automatically debit any of the Borrower’s deposit its accounts with Harr▇▇ ▇▇▇ any principal, interest and fees when due under the Bank and/or (b) make Loans Notes, the L/C Agreement or this Agreement and to transfer the amount so debited from time such account to time hereunder (the Administrative Agent for application as herein provided. Harr▇▇ ▇▇▇ll notify the Borrowers of each such debit promptly after it is made, but its failure to do so will not impair the validity of such debit or result in any liability of Harr▇▇ ▇▇ the Borrowers. Anything contained herein to the contrary notwithstanding, all payments and any such Loan may be made collections received in respect of Reimbursement Obligations and the indebtedness evidenced by the Bank hereunder without regard to Notes and all proceeds of the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesCollateral received, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower Administrative Agent or any of the Banks after the occurrence and during the continuation of an Event of Default shall be remitted to the Administrative Agent and distributed as follows:
(a) first to the payment of any outstanding costs and expenses incurred by the Administrative Agent in monitoring, verifying, protecting, preserving or enforcing the liens on the Collateral or in protecting, preserving or enforcing rights under this Agreement, the Security Documents or the Notes and in any event including all costs and expenses of a character which the Borrowers have agreed to pay under Section 12.8 hereof (such funds to be retained by the Administrative Agent or Agent for its Subsidiaries hereunder own account unless it has previously been reimbursed for such costs and expenses by the Banks, in which event such amounts shall be remitted to the Banks to reimburse them for payments theretofore made to the Administrative Agent);
(b) second to the payment of any outstanding interest or other fees or amounts then due and payable under the L/C Agreements, the Notes, the Security Documents or this Agreement other Loan Documentsthan for principal, which noticeratably as among the Banks in accord with the amount of such interest and other fees or amounts owing each;
(c) third, if requested to the payment of the principal of the Reimbursement Obligations
(d) fourth, to be held as collateral security for outstanding L/Cs pursuant to Section 8.4 hereof;
(e) fifth, to the payment of the Borrowers' indebtedness, obligations and liabilities to the Banks under Interest Rate Protection Agreements then due and payable, ratably as among such indebtedness, obligations and liabilities;
(f) sixth, to the Banks ratably in accord with the amounts of any other indebtedness, obligations or liabilities of the Borrowers then due and payable to each of them and secured by the BorrowerSecurity Documents unless and until all such indebtedness, shall include a reasonably detailed statement of such amountsobligations and liabilities have been fully paid and satisfied; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Sectionand
(g) seventh, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do soBorrowers.
Appears in 1 contract
Sources: Credit Agreement (Seminis Inc)
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents shall be made to the Bank at its office at ▇▇11▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 2:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 2:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income or gross receipts of the Bank). Unless the Borrower Company otherwise directs, except during the continuance of any Event of Default, principal payments shall be first applied first to the Base Term Note until payment in full thereof, then to the Domestic Rate Portion of the Revolving Credit Note until payment in full thereof, with any balance applied to the LIBOR Fixed Rate Portions of the Revolving Credit Note in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes All payments on any Note (whether voluntary or required) shall be accompanied by any amount due the Bank to (a) charge from time to time any under Section 2.7 hereof, but no acceptance of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made a payment without requiring payment of amounts due under Section 2.7 shall preclude a later demand by the Bank hereunder without regard for any amount due it under Section 2.7 in respect of such payment. Any amount paid or prepaid on the Revolving Credit Note may, subject to all of the terms and conditions hereof, be borrowed, repaid and borrowed again. No amount paid or prepaid on the Term Note may be reborrowed. All prepayments on the Term Note shall be applied to the provisions several installments thereof in the order of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do sotheir maturity.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations amounts payable under the Loan Documents hereunder shall be made to the Bank Agent at its office at 111 West Monroe Street, Chicago, Illinois (or at such other place as ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇) ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such ▇▇▇ ▇uch payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and restrictions or conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the BankLender). Payments received by the Agent after 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. Except as herein provided, all payments shall be received by the Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Lenders. Unless the Borrower otherwise directsdirects or this Agreement otherwise requires, principal payments on any particular class of Notes shall be first applied first to the Base Domestic Rate Portion of such Notes until payment in full thereof, with any balance applied to the LIBOR Portions of such Notes in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Any amount paid or prepaid on the Bank Revolving Credit Notes or Swing Line Note may, subject to all of the terms and conditions hereof, be borrowed, repaid and borrowed again. No amount paid or prepaid on the Term Notes may be reborrowed. Anything contained herein to the contrary notwithstanding, all payments and collections received in respect of the Loans and other Obligations, the Hedging Liability or the Funds Transfer and Deposit Account Liability by the Agent or any of the Lenders after acceleration or the final maturity of the Obligations or termination of the Commitments as a result of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) charge from time first, to time the payment of any outstanding costs and expenses incurred by the Agent in protecting, preserving or enforcing rights under this Agreement and the other Loan Documents and in any event including all costs and expenses of a character which the Borrower’s deposit accounts with Borrower has agreed to pay under Section 12.4 hereof (such funds to be retained by the Bank and/or Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) make second, to the payment of any outstanding interest or other fees or indemnification amounts due under the Loan Documents other than for principal of the Loans from time and L/C Obligations, ratably as among the Agent and the Lenders in accord with the amount of such interest and other fees or Obligations owing each;
(c) third, to time hereunder the payment of the principal of the Swing Loans;
(d) fourth, to the payment of the principal of the other Loans and any such Loan may be made by the Bank hereunder without regard liabilities in respect of Reimbursement Obligations and to the provisions Agent to be held as collateral security for any undrawn Letters of Section 7 hereofCredit (until the Agent is holding an amount of cash equal to the then outstanding amount of all such Letters of Credit), in each case and Hedging Liability, the aggregate amount paid to or held as collateral security for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesthe Lenders and, in each instancethe case of Hedging Liability, on their Affiliates, to be allocated pro rata as among the date due, or (ii) after five (5) days prior notice to Lenders in accord with the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement then respective aggregate unpaid principal balances of such amounts; provided that Loans, the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Sectionamount of L/C Obligations, and the Bank shall incur no liability amount of Hedging Liability;
(e) fifth, to the payment of all other unpaid Obligations and all other indebtedness, obligations, and liabilities of the Borrower and its Subsidiaries secured by the Loan Documents (including, without limitation, Funds Transfer and Deposit Account Liability) to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof; and
(f) sixth, to the Borrower or any other Person for its failure to do sowhoever the Agent reasonably determines to be lawfully entitled thereto.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payablepayable (unless such date is not a Business Day, in which case such payment shall be made on the next succeeding Business Day pursuant to Section 9.2). Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or 726721136.8 18564250 future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). All payments shall be applied (i) first, towards payment of interest and fees then due hereunder and under the other Loan Documents, and (ii) second, towards payment of principal and all other unpaid Obligations and all other indebtedness, obligations, and liabilities of the Borrower and its Subsidiaries secured by the Loan Documents (including, without limitation, Hedging Liability and Funds Transfer and Deposit Account Liability) to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof. Unless the Borrower otherwise directs, principal payments shall be applied first to the relevant Base Rate Portion portion until payment in full thereof, with any balance applied to the LIBOR Portions relevant Eurodollar portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank hereunder without regard to the provisions of Section 7 4 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, a Reimbursement Obligation or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Sources: Credit Agreement (Cynergistek, Inc)
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents shall be made to the Bank Agent at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank Agent after 1:00 p.m. 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of any Lender). No amount paid or prepaid on the Bank)B Notes may be reborrowed, and partial prepayments of any class of the B Notes shall be applied in the inverse order of their maturities. Except as herein provided, all payments shall be received by the Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Lenders. Unless the Borrower Company otherwise directs, principal payments on any particular class of Notes shall be first applied first to the Base Domestic Rate Portion (if any) of such Notes until payment in full thereof, with any balance applied to the LIBOR Portions (if any) of such Notes in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Anything contained herein to the Bank to (a) charge from time to time any contrary notwithstanding, all payments and collections received in respect of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesObligations, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower Agent or any of its Subsidiaries hereunder the Lenders after the occurrence of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) first, to the payment of any outstanding costs and expenses incurred by the Agent in protecting, preserving or enforcing rights under this Agreement or any of the other Loan Documents, and in any event including all costs and expenses of a character which notice, if requested the Company has agreed to pay under Section 11.4 hereof (such funds to be retained by the BorrowerAgent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall include a reasonably detailed statement be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) second, to the payment of any outstanding interest or other fees or amounts due under this Agreement or any of the other Loan Documents other than for principal, pro rata as among the Agent and the Lenders in accord with the amount of such amounts; provided that interest and other fees or amounts owing each;
(c) third, to the Bank shall not be under any obligation payment of the principal of the Notes, pro rata as among the Lenders in accord with the then respective unpaid principal balances of the Notes;
(d) fourth, to charge any such deposit account or make any such Loan under this Section, the Agent and the Bank shall incur no liability Lenders pro rata in accord with the amounts of any other Obligations owing to them (if any) unless and until all such Obligations have been fully paid and satisfied; and
(e) fifth, to the Borrower Company or any other Person for its failure to do sowhoever else applicable law shall require.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). All payments shall be applied (i) first, towards payment of fees then due hereunder and under the other Loan Documents, (ii) second, towards payment of interest; (iii) third, towards payment of principal and any amounts due and owing to the Bank pursuant to a hedging arrangement; and (iv) fourth, to any and all other outstanding obligations of the Borrower to the Bank. Unless the Borrower otherwise directs, principal payments shall be applied first to the relevant Base Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions Eurodollar Loans in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank hereunder without regard to the provisions of Section 7 4 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Revolving Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, a Reimbursement Obligation or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Sources: Credit Agreement (Female Health Co)
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable under the Loan Documents amounts shall be made to the Bank Agent at its office located at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Agent may specify) no later than 1:00 p.m. in immediately available and freely transferable funds at the place of payment. All such payments shall be made without setoff or counterclaim and without reduction for, and free from, any and all present or future taxes (Chicago timeexcept for income or franchise taxes as set forth in Section 11.1(a) on the date hereof), levies, imposts, duties, fees, charges, deductions, withholdings, restrictions or conditions of any such payment is due and payablenature imposed by any government or political subdivision or taxing authority thereof. Payments received by the Bank Agent after 1:00 p.m. 11:00 a.m. (Chicago time) (or 12:00 noon (Chicago time) in the case of payments on the Swing Loans) shall be deemed received as of the opening of business on the next Business Day. All such Except as herein provided, all payments shall be made in lawful money received by the Agent for the ratable account of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction forLenders, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured shall be promptly distributed by the net income Agent ratably to the Lenders in accordance with their Percentages. Payments under Sections 2.7 and 2.9 hereof may be made by the Borrowers directly to the relevant Lender and payments of principal, interest and fees with respect to the Swing Line Notes and Swing Line Commitment shall be retained by ▇▇▇▇▇▇ for its own account (subject to the participations hereunder of the BankLenders in such Loans). Unless the applicable Borrower otherwise directs, principal payments on any Note shall be deemed first applied first to the Base Domestic Rate Portion of such Note until payment in full thereof, with any balance applied to the LIBOR Portions of such Note in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes All prepayments of the Bank Term Loans (whether voluntary or required) shall be applied to the several installment maturities due on the Term Notes in the inverse order of their respective maturities. No amounts paid or prepaid on the Term Notes may be reborrowed. All payments on the Loans (whether voluntary or required) shall be accompanied by any amount due the Lenders under Section 2.9 hereof, but no acceptance of such a payment without requiring payment of amounts due under Section 2.9 shall preclude a later demand by the Lenders for any amount due them under Section 2.9 in respect of such payment. Anything contained herein to the contrary notwithstanding, all payments and collections received in respect of the Loans and other Obligations or the Hedging Liability by the Agent or any of the Lenders after the occurrence and during the continuance of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) charge from time first, to time the payment of any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (outstanding reasonable costs and any such Loan may be made expenses incurred by the Bank hereunder without regard to the provisions of Section 7 hereof)Agent in protecting, in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, preserving or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower enforcing rights under this Agreement or any of its Subsidiaries hereunder or under the other Loan Documents, and in any event including all reasonable costs and expenses of a character which notice, if requested the Borrowers have agreed to pay under Section 11.5 hereof (such funds to be retained by the BorrowerAgent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall include a reasonably detailed statement be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) second, to the payment of any outstanding interest or other fees or indemnification amounts due under this Agreement or any of the other Loan Documents other than for principal of the Loans and L/C Obligations, pro rata as among the Agent and the Lenders in accord with the amount of such amountsinterest and other fees or Obligations owing each;
(c) third, to the payment of the principal of the Swing Loans;
(d) fourth, to the payment (or cash collateralization) of the principal of the other Loans, L/C Obligations and Hedging Liability, pro rata as among the Lenders (and in the case of Hedging Liability, their Affiliates) in accord with the respective amounts thereof owing (whether or not then due) to the Lenders and such Affiliates; provided and
(e) fifth, to the Borrowers or to whoever the Agent reasonably determines to be lawfully entitled thereto. In the event that the Bank shall amount of any Hedging Liability or L/C Obligations are not be under any obligation to charge fixed and determined at the time any such deposit account payments or make any collections are received which are to be allocated thereto, the payments or collections so allocated shall be held by the Agent as collateral security until such Loan under this SectionHedging Liability or L/C Obligations, as the case may be, are fixed and determined and then the Bank same shall incur no liability be applied to the Borrower such Hedging Liability or any other Person for its failure to do soL/C Obligations.
Appears in 1 contract
Sources: Credit Agreement (Hub Group Inc)
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). All payments shall be applied (i) first, towards payment of interest and fees then due hereunder and under the other Loan Documents, and (ii) second, towards payment of principal. Unless the Borrower Borrowers otherwise directsdirect, principal payments shall be applied first to the Base Rate Portion Term Loan until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expireRevolving Loan. The Each Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the each Borrower’s deposit accounts with the Bank and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank hereunder without regard to the provisions of Section 7 4 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, a Reimbursement Obligation or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank shall incur no liability to the any Borrower or any other Person for its failure to do so.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). Unless the Borrower otherwise directs, principal payments shall be applied first to the Base Rate Portion until payment in full thereof, with any balance applied to the LIBOR Fixed Rate Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, under an Application or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents to be made in U.S. Dollars shall be made to the Bank Agent at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments to be made in U.S. Dollars received by the Bank Agent after 1:00 p.m. 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. Notwithstanding anything herein to the contrary, all payments of principal, interest, fees and all other Obligations to be made in an Alternative Currency shall be made, by no later than 12:00 noon local time at the place of payment (or such earlier local time as is necessary for such funds to be received and transferred to the Agent for same day value on the date the relevant payment is due) to such office as the Agent has previously specified. Any payments to be made in an Alternative Currency received by the Agent after such time shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made (i) in lawful money the case of the United States of AmericaU.S. Dollars, in immediately available funds at the place of payment, or (ii) in the case of amounts payable hereunder in an Alternative Currency, in such funds then customary for settlement of international transactions in such currency. All such payments shall be made without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bankany Lender). Unless the Borrower otherwise directsExcept as herein provided, principal all payments shall be applied first received by the Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Base Lenders. Principal payments (including prepayments) on the Notes shall first be applied to the Domestic Rate Portion of such Notes until payment in full thereof, with any balance applied to the LIBOR any Fixed Rate Portions of such Notes in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Anything contained herein to the Bank to (a) charge from time to time any contrary notwithstanding, all payments and collections received in respect of the Borrower’s deposit accounts with Obligations and all proceeds of the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesCollateral received, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower Agent or any of its Subsidiaries hereunder the Lenders after the occurrence of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) first, to the payment of any outstanding costs and expenses incurred by the Agent, and any security trustee therefor, in monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral in protecting, preserving or enforcing rights under this Agreement or any of the other Loan Documents, and in any event including all costs and expenses of a character which notice, if requested the Company has agreed to pay under Section 11.4 hereof (such funds to be retained by the BorrowerAgent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall include a reasonably detailed statement be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) second, to the payment of any outstanding interest or other fees or amounts due under this Agreement or any of the other Loan Documents other than for principal, pro rata as among the Agent and the Lenders in accord with the amount of such amounts; provided that interest and other fees or amounts owing each;
(c) third, to the Bank shall not be payment of the principal of the Swing Note;
(d) fourth, to the payment of the principal of the Revolving Notes and any liabilities in respect of unpaid drawings under any obligation to charge any such deposit account or make any such Loan under this Sectionthe Letters of Credit, pro rata as among the Lenders in accord with the then respective unpaid principal balances of the Revolving Notes and the Bank shall incur no liability then unpaid liabilities in respect of unpaid drawings under the Letters of Credit;
(e) fifth, to the Borrower or Agent, to be held as collateral security for any undrawn Letters of Credit, until the Agent is holding an amount of cash equal to the then outstanding amount of all Letters of Credit;
(f) sixth, to the Agent and the Lenders pro rata in accord with the amounts of any other Person for its failure indebtedness, obligations or liabilities of the Company owing to do sothem and secured by the Collateral Documents unless and until all such indebtedness, obligations and liabilities have been fully paid and satisfied; and
(g) seventh, to the Company or to whoever the Agent reasonably determines to be lawfully entitled thereto.
Appears in 1 contract
Sources: Credit Agreement (Anicom Inc)
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). All payments shall be applied (i) first, towards payment of interest and fees then due hereunder and under the other Loan Documents, and (ii) second, towards payment of principal. Unless the Borrower otherwise directs, principal payments shall be applied first to the relevant Base Rate Portion Loan portion until payment in full thereof, with any balance applied to the LIBOR relevant Eurodollar Loan Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by the Bank hereunder without regard to the provisions of Section 7 4 hereof), in each case for payment of any Obligation then due and payable (i) any interestwhether such Obligation is for interest then due on a Loan, principala Reimbursement Obligation, Letter of Credit reimbursement obligationsa Banking Services Obligation, commitment fees and letter of credit fees, in each instance, on the date due, a Rate Management Obligation or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Revolving Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, principal of and interest on the Loans and all payments of commitment fees and all other Obligations amounts payable under the Loan Documents this Agreement shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) Administrative Agent by no later than 1:00 p.m. 11:00 a.m. (Chicago New York time) on at the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as principal office of the opening Administrative Agent in Chicago, Illinois (or such other location in the State of business on Illinois or New York as the next Business DayAgent may designate to the Borrower) for the benefit of the Banks. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and restrictions or conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding other than taxes on the overall income or gross receipts of any taxes Bank or its Lending Office and imposed on or measured by the net income jurisdiction or any political subdivision or taxing authority thereof, in which such Bank's principal executive office or its Lending Office is located). The Administrative Agent will on the day such funds are received, subject to unavoidable delays, cause to be distributed like funds relating to the payment of principal or interest (ratably in accord with the respective amount of principal and interest then due and owing each Bank)) or fees (ratably in accord with the amount owing each) to the Banks, and like funds relating to the payment of any other amount payable to such Bank, in each case to be applied in accordance with the terms of this Agreement. Unless the Borrower Company otherwise directs, principal payments prepayments shall be applied first to the Base Domestic Rate Portion until payment in full thereof, with any balance applied Loans and then to the LIBOR Portions Eurodollar Loans in the order in which of their Interest Periods expirematurity. The Borrower hereby irrevocably authorizes Unless the Bank Agent shall have been notified by the Company prior to the date a payment of principal or interest is due hereunder that the Company does not intend to make such payment (a) charge from time to time any the right of the Borrower’s deposit accounts with Company to give such a notice to be to only avoid the Bank and/or (bapplication of this sentence and to not in any manner imply that the Company has a right not to make a payment of principal or interest as and when the same becomes due) make Loans from time the Administrative Agent may assume that the Company has made such payment available to time hereunder (the Administrative Agent on such date and any the Administrative Agent may in reliance upon such Loan may be assumption distribute an amount equal to the amount of such payment to the Banks. If such payment is not in fact made available to the Administrative Agent by the Bank hereunder without regard Company and the Administrative Agent has made the amount of such payment available to the provisions Banks, each Bank shall promptly upon demand of Section 7 hereof), the Administrative Agent return the amount of the payment so remitted to it to the Administrative Agent together with interest thereon in respect of each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, day during the period commencing on the date due, or (ii) after five (5) days prior notice such amount was paid to such Bank and ending on but excluding the date the Administrative Agent recovers such amount from such Bank at a rate per annum equal to the Borrower, other fees, costs or expenses payable Federal Funds rate for each day as determined by the Borrower Administrative Agent using the principle set forth in clause (ii)(x) of the definition of the term "Domestic Rate" (or any in the case of its Subsidiaries hereunder or under a day which is not a Business Day, then for the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do sopreceding Business Day).
Appears in 1 contract
Place and Application of Payments. All Unless otherwise specified herein, all payments of principal, interest, fees, fees and all other Obligations amounts payable under the Loan Documents hereunder shall be made to the Bank Agent at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) All amounts payable pursuant to Sections 1.4(e), 2.7, 2.8 or 2.9 hereof shall be deemed received as of paid directly to the opening of business on the next Business DayLender making demand under such Section. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and restrictions or conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the BankLender). Payments received by the Agent after 12:00 noon (Chicago time) shall be deemed received as of the opening of business on the next Business Day. Except as herein provided, all payments shall be received by the Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Lenders. Unless the Borrower Company otherwise directs, principal payments shall be first applied first to the Base Domestic Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Anything contained herein to the Bank to (a) charge from time to time any contrary notwithstanding, all payments and collections received in respect of the Borrower’s deposit accounts with Obligations and all proceeds of the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesCollateral received, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower Agent or any of the Lenders after the occurrence of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) first, to the payment of any outstanding costs and expenses incurred by the Agent in monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral or in protecting, preserving or enforcing rights under this Agreement and the other Loan Documents and in any event including all costs and expenses of a character which the Company has agreed to pay under Section 11.4 hereof (such funds to be retained by the Agent for its Subsidiaries hereunder own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) second, to the payment of any outstanding interest or other fees or amounts due under the Notes, the Applications or any of the other Loan Documents, which noticein each case, if requested other than for principal, ratably as among the Agent and the Lenders in accord with the amount of such interest and other fees or amounts owing each;
(c) third, to the payment of the principal of the Notes and any liabilities in respect of unpaid drawings under the Letters of Credit, pro rata as among the Lenders in accord with the then respective unpaid principal balances of the Notes and the then unpaid liabilities in respect of unpaid drawings under the Letters of Credit;
(d) fourth, to the Agent, to be held as collateral security for any undrawn Letters of Credit, until the Agent is holding an amount of cash equal to the then outstanding amount of all Letters of Credit;
(e) fifth, to the payment of the Hedging Liability;
(f) sixth, to the Agent and the Lenders ratably in accord with the amounts of any other indebtedness, obligations or liabilities of the Company owing to each of them and secured by the BorrowerCollateral Documents unless and until all such indebtedness, shall include a obligations and liabilities have been fully paid and satisfied; and
(g) seventh, to the Company or to whoever the Agent reasonably detailed statement of such amounts; provided determines to be lawfully entitled thereto. In the event that the Bank shall amount of the Hedging Liability is not be under any obligation to charge fixed and determined at the time any such deposit account payments or make any collections are received which are to be allocated thereto, such Loan under this Section, amounts so allocated shall be held by the Agent as collateral security until the Hedging Liability is fixed and determined and the Bank same shall incur no liability then be applied to the Borrower or Hedging Liability, with any overplus applied to any other Person for its failure remaining obligations of the Company under or in connection with this Agreement and with such other applications to do sobe reallocated among the Lenders and their Affiliates to cover any deficiency which would not have existed had the exact amount of the Hedging Liability been known at the time such amounts were originally distributed.
Appears in 1 contract
Sources: Credit Agreement (Hk Systems Inc)
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇111 ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or ▇▇ at such other place as the Bank may specify) no later than 1:00 2:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 2:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income or gross receipts of the Bank). Unless the Borrower Company otherwise directs, except during the continuance of any Event of Default, principal payments shall be first applied first to the Base Rate Portion of the Note until payment in full thereof, with any balance applied to the LIBOR Fixed Rate Portions of the Note in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes All payments on any Note (whether voluntary or required) shall be accompanied by any amount due the Bank to (a) charge from time to time any under Section 2.7 hereof, but no acceptance of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made a payment without requiring payment of amounts due under Section 2.7 shall preclude a later demand by the Bank hereunder without regard to the provisions for any amount due it under Section 2.7 in respect of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, such payment. Any amount paid or prepaid on the date dueNote may, or (ii) after five (5) days prior notice subject to all of the Borrowerterms and conditions hereof, other feesbe borrowed, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, repaid and the Bank shall incur no liability to the Borrower or any other Person for its failure to do soborrowed again.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents shall be made to the Bank Agent at its office at 111 West Monroe Street, Chicago, Illinois (or at such other place as ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇) ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 p.m. (Chicago time) on the date any such ▇▇▇ ▇▇ch payment is due and payable. Payments received by the Bank Agent after 1:00 p.m. 12:00 noon (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of any Lender). Except as herein provided, all payments shall be received by the Bank)Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Lenders. Unless the Borrower Company otherwise directs, principal payments of the Notes shall be first applied first to the Base Domestic Rate Portion until payment in full thereof, with any balance applied to the relevant LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Anything contained herein to the Bank to (a) charge from time to time any contrary notwithstanding, all payments and collections received in respect of the Borrower’s deposit accounts with Obligations and all proceeds of the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesCollateral received, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower Agent or any of the Lenders after the occurrence and during the continuation of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) first, to the payment of any outstanding costs and expenses incurred by the Agent in monitoring, verifying, protecting, preserving or enforcing the Liens on -8- the Collateral or by the Agent in protecting, preserving or enforcing rights under the Loan Documents, and in any event all costs and expenses of a character which the Company has agreed to pay to the Agent under Section 11.5 hereof (such funds to be retained by the Agent for its Subsidiaries hereunder own account unless the Agent has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to the Agent):
(b) second, to the payment of any outstanding interest or other fees due under the Notes and the other Loan Documents, which noticein each case other than for principal, if requested ratably as among the Agent and the Lenders in accord with the amount of such interest and other fees or amounts owing each:
(c) third, to the payment of the principal of the Notes ratably among the Lenders in accordance with the then respective aggregate unpaid principal balances of their Loans:
(d) fourth, to the Agent and the Lenders ratably in accordance with the amounts of any other indebtedness, obligations or liabilities of the Company owing to each of them and secured by the BorrowerLoan Documents unless and until all such indebtedness, shall include a reasonably detailed statement of such amountsobligations and liabilities have been fully paid and satisfied; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Sectionand
(e) fifth, and the Bank shall incur no liability to the Borrower Company or any other Person for its failure to do sowhoever else may be lawfully entitled thereto.
Appears in 1 contract
Sources: Credit Agreement (Harrington West Financial Group Inc/Ca)
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents shall be made to the Bank Agent at its office at ▇▇▇ ▇111 ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or ▇▇ at such other place as the Bank Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank Agent after 1:00 p.m. 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of any Lender). Except as herein provided, all payments shall be received by the Bank)Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Lenders in accordance with their respective Percentages. No amount paid or prepaid on the Term Notes may be reborrowed, and partial prepayments of the Term Notes shall be applied in the inverse order of their maturities. Unless the Borrower Company otherwise directs, principal payments on Notes of a given type shall be first applied first to the Base Domestic Rate Portion of such Notes until payment in full thereof, with any balance applied to the LIBOR Portions of the relevant Notes in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes All payments (whether voluntary or required) shall be accompanied by any amount due the Bank Lenders under Section 2.9 hereof, but no acceptance of such a payment without requiring payment of amounts due under Section 2.9 shall preclude a later demand by the Lenders for any amount due them under Section 2.9 in respect of such payment. Anything contained herein to (a) charge from time to time any the contrary notwithstanding, all payments and collections received in respect of the Borrower’s deposit accounts with Obligations and all proceeds of the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit feesCollateral received, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower Agent or any of its Subsidiaries hereunder the Lenders after the occurrence of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) first, to the payment of any outstanding reasonable costs and expenses incurred by the Agent in monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral, and in protecting, preserving or enforcing rights under this Agreement or any of the other Loan Documents, and in any event including all costs and expenses of a character which notice, if requested the Company has agreed to pay under Section 11.5 hereof (such funds to be retained by the BorrowerAgent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall include a reasonably detailed statement be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) second, to the payment of any outstanding interest or other fees or amounts due under this Agreement or any of the other Loan Documents other than for principal, pro rata as among the Agent and the Lenders in accord with the amount of such amounts; provided that interest and other fees or amounts owing each;
(c) third, to the Bank shall not be under any obligation payment of the principal of the Notes, pro rata as among the Lenders in accord with the then respective unpaid principal balances of the Notes;
(d) fourth, to charge any such deposit account or make any such Loan under this Section, the Agent and the Bank shall incur no liability Lenders pro rata in accord with the amounts of any other indebtedness, obligations or liabilities of the Company owing to them and secured by the Collateral Documents unless and until all such indebtedness, obligations and liabilities have been fully paid and satisfied; and
(e) fifth, to the Borrower Company or any other Person for its failure to do sowhomever the Agent reasonably determines to be lawfully entitled thereto.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, fees and all other Obligations payable hereunder and under the other Loan Documents shall be made to the Bank Agent at its office at ▇1▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank Agent may specify) no later than 1:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank Agent after 1:00 p.m. 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction forcounterclaim. Except as herein provided, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured payments shall be received by the net income Agent for the ratable account of the Bank)Lenders in accordance with their Percentages and shall be promptly distributed by the Agent ratably to the Lenders. Unless the either Borrower otherwise directs, principal payments shall be first applied first to the Base Domestic Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes Anything contained herein to the Bank contrary notwithstanding, all payments and collections received in respect of the Obligations by the Agent or any of the Lenders after the occurrence and during the continuance of an Event of Default shall be remitted to the Agent and distributed as follows:
(a) charge from time first, to time the payment of any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (outstanding reasonable costs and any such Loan may be made expenses incurred by the Bank hereunder without regard to the provisions of Section 7 hereof)Agent in protecting, in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, preserving or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower enforcing rights under this Agreement or any of its Subsidiaries hereunder or under the other Loan Documents, and in any event including all reasonable costs and expenses of a character which notice, if requested the Borrowers have agreed to pay under Section 11.5 hereof (such funds to be retained by the BorrowerAgent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall include a reasonably detailed statement be remitted to the Lenders to reimburse them for payments theretofore made to the Agent);
(b) second, to the payment of any outstanding interest or other fees or Obligations due under this Agreement or any of the other Loan Documents other than for principal, pro rata as among the Agent and the Lenders in accord with the amount of such amounts; provided that interest and other fees or Obligations owing each;
(c) third, to the Bank shall not be payment of the principal of the Revolving Credit Notes and any liabilities in respect of unpaid drawings under any obligation to charge any such deposit account or make any such Loan under this Sectionthe Letters of Credit, pro rata as among the Lenders in accord with the then respective unpaid principal balances of the Revolving Credit Notes and the Bank shall incur no liability then unpaid liabilities in respect of unpaid drawings under the Letters of Credit;
(d) fourth, to the Borrower Agent, to be held as collateral security for any undrawn Letters of Credit, until the Agent is holding an amount of cash equal to the then outstanding amount of all Letters of Credit; and
(e) fifth, to the Borrowers or any other Person for its failure to do sowhoever the Agent reasonably determines to be lawfully entitled thereto.
Appears in 1 contract
Sources: Credit Agreement (Hub Group Inc)
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents shall be made to the Bank at its office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than 1:00 3:00 p.m. (Chicago time) on the date any such payment is due and payable. Payments received by the Bank after 1:00 3:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of the Bank). Unless the Borrower otherwise directs, principal payments shall be applied first to the Base Rate Portion until payment in full thereof, with any balance applied to the LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank (other than the Reserve Account) and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of any Obligation then due and payable (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, whether such Obligation is for interest then due on the date duea Loan, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amountsotherwise); provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Place and Application of Payments. All payments of principal, interest, fees, and all other Obligations payable under the Loan Documents hereunder shall be made to the Bank Administrative Agent at its office at ▇▇▇ One First Union Center, 301 ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (or at such other place as the Bank may specify) no later than ▇▇▇▇▇ ▇▇▇ in immediately available funds, prior to 1:00 p.m. (Chicago Charlotte time) on the date any of such payment is due and payable. Payments received by the Bank after 1:00 p.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Daypayment. All such payments shall be made in lawful money of the United States of America, in immediately available funds at the place of payment, without set-off setoff or counterclaim and without reduction for, and free from, any and all present or and future taxes, levies, imposts, duties, fees, charges, deductions, deductions withholdings, restrictions, and restrictions or conditions of any nature imposed by any government or any political subdivision or taxing authority thereof thereof. Any payments received after 1:00 p.m. (but excluding any taxes imposed on or measured Charlotte time) shall be deemed received upon the following Business Day. The Administrative Agent shall remit to each Lender its proportionate share of each payment of principal, interest and fees received by the net income Administrative Agent from the Borrower by 1:00 p.m. (Charlotte time) on the day of its receipt and its proportionate share of each such payment received by the Administrative Agent after 1:00 p.m. (Charlotte time) on the Business Day following the day of its receipt by the Administrative Agent. In the event the Administrative Agent does not remit any amount to any Lender when required by the preceding sentence, the Administrative Agent shall pay to such Lender interest on such amount until paid at a rate per annum equal to the Fed Funds Rate. The Borrower hereby authorizes the Administrative Agent to automatically debit any of its accounts with it for any principal, interest and fees when due under the Notes or this Agreement and to transfer the amount so debited from such account to the Administrative Agent for application as herein provided. The Administrative Agent shall notify the Borrower of each such debit promptly after it is made, but its failure to do so will not impair the validity of such debit or result in any liability of the Bank)Administrative Agent to the Borrower. Unless the Borrower otherwise directs, principal payments shall be deemed first applied first to the Base Rate Portion until payment in full thereof, with any balance applied to the applicable LIBOR Portions in the order in which their Interest Periods expire. The Borrower hereby irrevocably authorizes the Bank to (a) charge from time to time any of the Borrower’s deposit accounts with the Bank and/or (b) make Loans from time to time hereunder (and any such Loan may be made by the Bank hereunder without regard to the provisions of Section 7 hereof), in each case for payment of (i) any interest, principal, Letter of Credit reimbursement obligations, commitment fees and letter of credit fees, in each instance, on the date due, or (ii) after five (5) days prior notice to the Borrower, other fees, costs or expenses payable by the Borrower or any of its Subsidiaries hereunder or under the other Loan Documents, which notice, if requested by the Borrower, shall include a reasonably detailed statement of such amounts; provided that the Bank shall not be under any obligation to charge any such deposit account or make any such Loan under this Section, and the Bank shall incur no liability to the Borrower or any other Person for its failure to do so.
Appears in 1 contract
Sources: Replacement Credit Agreement (Strategic Timber Trust Inc)