Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 2 contracts
Sources: Revolving Credit Agreement (TCW Direct Lending VII LLC), Revolving Credit Agreement (TCW Direct Lending VII LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least: least (iA) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term SOFR Loans denominated in Alternative Currencies; or of any conversion of Term SOFR Loans to Alternate Base Rate Loans and (ivii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans ; provided, however, to the extent shall be made on a Borrower Party requires same same-day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, basis if such notice is received by the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateday of such Borrowing. Each emailed notice by a any Borrower Party pursuant to this Section 2.02(a2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowerthe Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans the Loan to be borrowed, converted or continued; (D) if any portion the Type of such Borrowing is not Loan to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing borrowed or to which existing Loan is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)converted; (E) the Type of Syndicated Loans to which Interest Period for any existing Eurocurrency Rate Loans or Base Rate Loans are to be convertedTerm SOFR Loan; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto[reserved]; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails Borrowers fail to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loanconversion, then the applicable Syndicated Loans Loan shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekTerm SOFR Loan. Any such automatic conversion to a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansLoan. If Borrower fails the Borrowers fail to specify an give timely notice requesting a continuation of Term SOFR Loans, then such Term SOFR Loan shall be automatically renewed with the same Interest Period with respect to a Eurocurrency Rate Loan, it will Period. Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Overland Advantage), Revolving Credit Agreement (Overland Advantage)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or (a) Each Base Rate Loans from one Type of Syndicated Loan to another, shall be made on a Business Day and each continuation of Eurocurrency Rate Loans SOFR Loan shall be made on a U.S. Government Securities Business Day.
(b) Each Loan shall be made upon the applicable Borrower Party’s written notice, by way of a Request for Borrowing, which Request for Borrowing shall be irrevocable written notice and shall be given by telefacsimile, mail, email or personal service, and delivered to Administrative AgentLender at ▇▇▇ ▇. Unless otherwise agreed by Administrative Agent▇▇▇▇▇▇ ▇▇▇▇▇▇, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, telefacsimile number (▇▇▇) ▇▇▇-▇▇▇▇, as follows:
(i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior , Administrative Borrower shall deliver to Lender a Request for Borrowing not later than noon Pacific time on the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) that is one (1) Business Day prior to the requested date of any Funding Date, and such Request for Borrowing of shall specify that a Base Rate Loans Loan is requested and state the amount thereof (subject to the provisions of this Article II);
(ii) for a SOFR Loan, Administrative Borrower shall deliver to Lender a Request for Borrowing not later than noon Pacific time on the date that is two (2) U.S. Government Securities Business Days before the requested Funding Date, and such Request for Borrowing shall specify that a Daily Simple SOFR Loan or Term SOFR Loan is requested and state the amount and, with respect to a Term SOFR Loan, the initial Interest Period applicable thereto (subject to the provisions of this Article II); provided, however, that no Loan shall be available as a SOFR Loan when any Event of Default has occurred and is continuing. If Administrative Borrower fails to designate a Loan as a SOFR Loan in accordance herewith, the extent Loan will be a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000Loan, the provided that Administrative Agent must have received notice for Borrower may at any time thereafter convert such Base Rate Loan not later than 10:00 a.m. on into a SOFR Loan in accordance with the requested Borrowing date. Each terms of this Agreement.
(c) If the notice by a Borrower Party pursuant to provided for in clause (b) of this Section 2.02(a) must be by delivery 2.7 with respect to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate SOFR Loan (it being understood that if any Conduit is received by Lender elects to fund any portion of not later than noon Pacific time, on a Loan through its Liquidity ProviderBusiness Day or U.S. Government Securities Business Day, as applicable, such Conduit Lender’s Funding Agent day shall determine whether such portion shall bear interest based on be treated as the Eurocurrency Rate first Business Day or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate LoanU.S. Government Securities Business Day, the duration as applicable, of the Interest Period with respect thereto; (G) to which account the proceeds of required notice period. In any other event, such Borrowingnotice will be treated as having been received immediately before noon Pacific time, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowingnext Business Day or U.S. Government Securities Business Day, then the Syndicated Loans so requested as applicable, and such day shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice treated as the first Business Day or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate LoanU.S. Government Securities Business Day, then the applicable Syndicated Loans shall be made asas applicable, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day required notice period.
(d) The initial Request for Borrowing shall include certification by a Responsible Officer of Administrative Borrower that each of the Interest Period then conditions in effect with respect Article III have been satisfied or waived. Each Request for Borrowing delivered to Lender thereafter shall include a certificate by a Responsible Officer of Administrative Borrower that each of the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to conditions set forth in Section 3.1 have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into been satisfied or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencywaived.
Appears in 2 contracts
Sources: Credit Agreement (Silvercrest Asset Management Group Inc.), Amendment and Restatement Agreement (Silvercrest Asset Management Group Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency LIBOR Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed , which may be given by Administrative Agent, each such (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GF) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 2 contracts
Sources: Revolving Credit Agreement (GOLUB CAPITAL INVESTMENT Corp), Revolving Credit Agreement (Golub Capital BDC 3, Inc.)
Request for Borrowing. Except with respect to Swingline Loans The Borrowers shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which are addressed notice may be by telephone, if confirmed in Section 2.07writing, each facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion in the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E, and each continuation of Eurocurrency Rate Loans which notice shall be made irrevocable and effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must Each Request for Borrowing: (i) shall be received by furnished to the Administrative Agent not no later than 11:00 a.m. (x) at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) least one (1) Business Day prior to the requested date of any Borrowing in the case of Base a Reference Rate Loans ; providedLoan, however, (y) at least one (1) U.S. Government Securities Business Day prior to the extent requested date of Borrowing in the case of a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Daily Simple SOFR Loan in an amount not Dollars and (z) at least three (3) U.S. Government Securities Business Days prior to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested date of Borrowing date. Each notice by in the case of a Borrower Party pursuant to this Section 2.02(aTerm SOFR Loan; and (ii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a amount of such Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested Interest Option if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency (which shall be Dollars); and (E) the date of the such Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); and (CF) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing Loan is to be funded instead as a Base Rate Loan under the Tranche A Facility or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects the Tranche B Facility. If the Borrowers fail to fund any portion specify the currency of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Request for Borrowing, then the Syndicated applicable Loans so requested shall be made in Dollars. If a Borrower Party fails the Borrowers fail to specify a Type type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate LoanRequest for Borrowing, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Daily Simple SOFR Loans. If Borrower fails the Borrowers request a borrowing of Term SOFR Loans in any such Request for Borrowing, but fail to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it then the Borrowers will be deemed to have specified an Interest Period of one (1) weekmonth. Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be deemed to have been given by the Borrowers on the next succeeding Business Day or U.S. Government Securities Business Day, as applicable. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3 and/or 6.4, have been satisfied on and as of the date of the applicable Borrowing. No Syndicated Loan may Request for Borrowing shall be converted into valid hereunder for any purpose unless it shall have been accompanied or continued as a Syndicated Loan denominated preceded by the information and other documents required to be delivered in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyaccordance with this Section 2.3.
Appears in 1 contract
Sources: Revolving Credit Agreement (Fortress Private Lending Fund)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Eurodollar Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by (A) telephone, or (B) a Committed Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to Administrative Agent of a Committed Loan Notice. Each such notice Committed Loan Notice must be received by the Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Eurodollar Rate Loans denominated in Alternative Currencies; or of any conversion of Eurodollar Rate Loans to Base Rate Loans, and (ivii) one (1) Business Day prior to on the requested date of any Borrowing of Base Rate Loans. Each Borrowing of, conversion to or continuation of Eurodollar Rate Loans ; provided, however, shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof. Each Borrowing of or conversion to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan Loans shall be in an a principal amount not to exceed of $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date500,000 or a whole multiple of $100,000 in excess thereof. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Committed Loan Notice shall specify: specify (Ai) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan Loans from one Type to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Eurodollar Rate Loans; , (Bii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), the “Loan Date”); (Ciii) the principal amount of Syndicated Loans to be borrowed, converted or continued; , (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (Eiv) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; , and (Fv) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Committed Loan Notice or for a Borrowing, then the applicable Loans shall be made as a Base Rate Loan. Notwithstanding anything contained herein to the contrary, if a the Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to of a Eurocurrency Eurodollar Rate Loan, then the applicable Syndicated Loans Eurodollar Rate Loan shall be made as, or converted to, automatically continued as a Eurocurrency Eurodollar Rate Loan with an Interest Period of one (1) week; providedmonth. If the Borrower requests a Borrowing of, howeverconversion to, that in the case of a failure to timely request a or continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Eurodollar Rate Loans in their original currency with an Interest Period of one (1) week. Any any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower Committed Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Credit Agreement (Ashford Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency LIBOR Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed , which may be given by Administrative Agent, each such (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed immediately by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GF) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (Golub Capital Investment Corp)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate LIBOR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent, which may be given by telephone. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, or conversion to or continuation of LIBOR Loans denominated in Alternative Currenciesor of any conversion of LIBOR Loans to ABR Loans; and (ivii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateABR Loans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, which must be appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate LIBOR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (F) if a LIBOR Loan, the currency of the Loans to be borrowed; and (G) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a type of currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate LIBOR Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure month. Any such automatic conversion to timely request a continuation of Syndicated LIBOR Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion month shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LIBOR Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (Bain Capital Specialty Finance, Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; Borrowing, provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Daily SOFR Loan or Base Rate Loan Loan, in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Daily SOFR Loan or Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date; and (ii) three (3) Business Days prior to the conversion of Daily SOFR Loans to another Type of Syndicated Loan, the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Term SOFR Loans to another Type of Syndicated Loan or the continuation of Term SOFR Loans. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Term SOFR Loan or Daily SOFR Loan, or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Daily SOFR Loan, Term SOFR Loan or a Eurocurrency Base Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate Term SOFR, the Daily SOFR or the Base Rate Rate, for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.;
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending VIII LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency LIBOR Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable written notice to Administrative Agent, which may be given by telephone or electronic mail. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 10:00 a.m. at least: (i) three one (31) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days Day prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans denominated in Alternative Currenciesor of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ivii) one (1) Business Day prior to on the same day of requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic or electronic mail notice by a the Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan NoticeNotice (which may be delivered by electronic mail), appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted accompanied by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)an updated Borrowing Base Report detailing the Available Revolving Amount calculated after giving effect to the requested Loans. Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GF) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting (i) a conversion or continuation with respect to a Eurocurrency Rate Loanconversion, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency LIBOR Rate Loan with an Interest Period of one month, or (1ii) week; provideda continuation, however, that in then the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans applicable Loan shall be continued as Eurocurrency a LIBOR Rate Loans in their original currency Loan, with an Interest Period of one (1) weekmonth. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency LIBOR Rate Loans. If the Borrower requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Each Loan to another, and each continuation of Eurocurrency Rate Loans shall Credit Extension will be made upon the applicable Borrower Party▇▇▇▇▇▇▇▇’s irrevocable written notice to Administrative Agent, which may be given by (x) telephone or (y) a Loan Notice; provided that any telephonic notice must be confirmed immediately by delivery to Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowers), together with a Borrowing Base Certificate. Unless otherwise agreed by Administrative Agent, each Each such notice Loan Notice must be received by Administrative Agent not later than 11:00 a.m. at least: :
(i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term Rate Loans, or of any conversion of Term Rate Loans denominated in Alternative Currenciesto Daily Simple SOFR Loans; and and
(ivii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Daily Simple SOFR Loans. Each Loan Notice shall must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be such Borrowing (which shall must be a Business Day, the “Loan Date”); (C) the principal amount Type of Syndicated Loans to be borrowed, converted borrowed or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FD) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GE) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall will be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) weekDaily Simple SOFR Loans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative CurrencyTerm Rate Loans, such Syndicated Loans shall be continued as Eurocurrency a Term Rate Loans in their original currency with an Interest Period of one month (1) weekunless a Default or an Event of Default has occurred and is continuing, in which case such Loans shall automatically be converted to Daily Simple SOFR Loans). Any such automatic continuation of Term Loans or conversion shall to Daily Simple SOFR Loans, as applicable, will be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Term Rate Loans. If Borrower requests a Borrowing of Term Rate Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one month. Without limitation of any other conditions herein, a Borrowing or continuation of or conversion to Term Rate Loans shall not be permitted if:
(1i) week. No Syndicated Loan may A Default or Event of Default has occurred and is continuing and has not been waived by Required Lenders or all Lenders, as applicable; or
(ii) The requested Borrowing or continuation of or conversion to Term Rate Loans would cause more than ten (10) Interest Periods to be converted into in effect at any one time for Term Rate Loans, after giving effect to all Term Rate Loans, all conversions of Loans from one Type to another, and all continuations of Loans as the same Type; or
(iii) The requested interest period does not conform to the definition of Interest Period herein; or
(iv) Any of the circumstances referred to in Section 3.03 shall apply with respect to the requested Borrowing or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency continuation of such Syndicated Loan and reborrowed in the other currencyor conversion to Term Rate Loans.
Appears in 1 contract
Sources: Revolving Credit Agreement (Invesco Real Estate Income Trust Inc.)
Request for Borrowing. Except with respect to Swingline Loans The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which are addressed notice may be by telephone, if confirmed in Section 2.07writing, each facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E hereto, and each continuation of Eurocurrency Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach Request for Borrowing: (i) shall be furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the requested date of any a Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; and (iiiD) at least five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currenciesan RFR Loan; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day, ); (B) the “Loan Date”)amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loanapplicable, the duration of the Interest Period with respect theretoPeriod; (GD) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (HE) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and Lien (subject to Permitted Liens), granted to the currency Administrative Agent, for the benefit of the Loans Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to be borrowed. If any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to specify Request for Borrowing is submitted by 11:00 p.m. on a currency in a Loan Notice requesting a BorrowingMonday, then the Syndicated Loans so requested Borrowing shall be made on the immediately following Thursday in Dollarsaccordance with Section 2.8 hereof, provided that each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower Party fails shall be deemed to specify constitute a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then representation and warranty by the applicable Syndicated Loans Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be made as, or converted to, deemed to constitute a Eurocurrency Rate Loan with an Interest Period of one representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Eurocurrency Rate Loan, it will be deemed to Qualified Borrower) have specified an Interest Period been satisfied on and as of one (1) weekthe date of the applicable Borrowing. No Syndicated Loan may Request for Borrowing shall be converted into valid hereunder for any purpose unless it shall have been accompanied or continued as a Syndicated Loan denominated preceded by the information and other documents required to be delivered in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyaccordance with this Section.
Appears in 1 contract
Sources: Revolving Credit Agreement (T Series Middle Market Loan Fund LLC)
Request for Borrowing. Except with respect (a) To request a Borrowing to Swingline Loans which are addressed be made on the Effective Date, the Borrower shall notify the Administrative Agent of such [[NYCORP:3072687v11:4452W:07/11/08--04:02 p]] request by telephone (a) in Section 2.07, each the case of a LIBOR Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) a.m., Local Time, three (3) Business Days prior to before the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loanproposed Borrowing, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (ivb) one (1) Business Day prior to in the requested date case of any Borrowing of Base Rate Loans ; providedan ABR Borrowing, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. a.m., Local Time, on the requested Borrowing datedate of the proposed Borrowing. Each notice such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by a Borrower Party pursuant hand delivery or telecopy to this Section 2.02(a) must be by delivery to the Administrative Agent of a written Loan Notice, appropriately completed Borrowing Request in a form approved by the Administrative Agent and signed by a Responsible Officer the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:
(i) the aggregate principal amount of such Borrower Party Borrowing;
(and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer ii) the date of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a such Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); ;
(C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (Eiii) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and ;
(Hiv) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure LIBOR Borrowing, the initial Interest Period to timely request a continuation of Syndicated Loans denominated in an Alternative Currencybe applicable thereto, such Syndicated Loans which shall be continued as Eurocurrency Rate Loans in their original currency a period contemplated by the definition of the term “Interest Period”; and
(v) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with an Interest Period the requirements of one (1) weekSection 2.07. Any such automatic conversion Borrowing Request that shall be effective as fail to specify any of the last day information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower and, if so rejected, will be of no force or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the Interest Period then in effect with respect to details thereof and of the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency amount of such Syndicated Lender’s Loan and reborrowed in to be made as part of the other currencyrequested Borrowing.
Appears in 1 contract
Sources: Credit Agreement (Yum Brands Inc)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Term SOFR Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iviii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or a Eurocurrency Rate Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Daily Simple SOFR, Adjusted Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Daily SOFR Loans, Term SOFR Loans or Base Rate Loans are to be converted; and (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice 4857-3757-1665 v.17 requesting a conversion or continuation with respect to of a Eurocurrency Rate Term SOFR Loan, then the applicable Syndicated Loans Loan shall be made as, or converted to, continued as a Eurocurrency Rate Term SOFR Loan with an Interest Period of one (1) week; providedmonth, however, that in the case of a failure to timely request a and such continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansTerm SOFR Loan. If a Borrower Party fails to specify an Interest Period with respect to a Eurocurrency Rate Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least: least (iA) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term SOFR Loans denominated in Alternative Currencies; or of any conversion of Term SOFR Loans to Alternate Base Rate Loans and (ivii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans ; provided, however, to the extent shall be made on a Borrower Party requires same same-day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, basis if such notice is received by the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateday of such Borrowing. Each emailed notice by a any Borrower Party pursuant to this Section 2.02(a2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowerthe Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans the Loan to be borrowed, converted or continued; (D) if any portion the Type of such Borrowing is not Loan to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing borrowed or to which existing Loan is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)converted; (E) the Type of Syndicated Loans to which Interest Period for any existing Eurocurrency Rate Loans or Base Rate Loans are to be convertedTerm SOFR Loan; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto[reserved]; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails Borrowers fail to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loanconversion, then the applicable Syndicated Loans Loan shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekTerm SOFR Loan. Any such automatic conversion to a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansLoan. If Borrower fails the Borrowers fail to specify an give timely notice requesting a continuation of Term SOFR Loans, then such Term SOFR Loan shall be automatically renewed with the same Interest Period with respect to a Eurocurrency Rate Loan, it will Period. Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and USActive 61477672.3USActive 61994469.1-46- warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent, which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans (or Floating LIBOR Rate Loan) to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; of
(iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aa) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan, a Floating LIBOR Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) weekLoans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekmonth. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) weekmonth. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Eurodollar Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Eurodollar Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent, which may be given by telephone or, as set forth below, in writing. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Eurodollar Rate Loans; (iii) five on the date of any Borrowing of Base Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans; and (5iv) four Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the applicable Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Eurodollar Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Eurodollar Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Eurodollar Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (GE) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (HF) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If Each Loan Notice submitted by a Borrower Party fails shall be deemed to specify be a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then representation and warranty that the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that conditions specified in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective Section 6.02 have been satisfied on and as of the last day date of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) weekBorrowing. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Sources: Revolving Credit Agreement (Goldman Sachs Private Middle Market Credit II LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or (a) Each Base Rate Loans from one Type of Syndicated Loan to another, shall be made on a Business Day and each continuation SOFR Loan shall be made on a Business Day.
(b) Each Loan or Letter of Eurocurrency Rate Loans Credit that is proposed to be made after the Closing Date shall be made upon written notice, by way of a Request for Borrowing, which Request for Borrowing shall be irrevocable and shall be given by telefacsimile, mail, electronic mail (in a format bearing a copy of the applicable signature(s) required thereon), or personal service, and delivered to Agent at ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, telefacsimile number (▇▇▇) ▇▇▇-▇▇▇▇, e-mail address ▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, as follows:
(i) for a Base Rate Loan, Borrower Party’s irrevocable written shall give Agent notice at least one (1) Business Day prior to Administrative Agent. Unless otherwise agreed by Administrative Agentthe date that is the requested Funding Date, each and such notice must shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the provisions of this Article II).
(ii) on and after November 12, 2021, the Borrower shall no longer be entitled to request additional LIBOR Rate Loans, continue existing LIBOR Rate Loans, and the Lender Group shall be under no obligation to make or continue LIBOR Rate Loans. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of (A) the payment of any principal of any LIBOR Rate Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the conversion of any LIBOR Rate Loan other than on the last day of the Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”; provided, that, for the avoidance of doubt, Funding Losses shall not include any losses incurred under Section 2.6(f) or with respect to which ▇▇▇▇▇▇▇▇ is required to reimburse Agent or any Lender under any other section of this Agreement). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the amount reasonably determined by Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to offer, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be conclusive absent manifest error.
(iii) for a SOFR Loan, Borrower shall give Agent notice at least three (3) Business Days before the date the SOFR Loan is to be made, and such notice shall specify that a SOFR Loan is requested and state the amount and, in the case of a Term SOFR Loan, the Interest Period thereof (subject to the provisions of this Article II). Each Request for Borrowing shall be deemed to be a request for a SOFR Loan unless such Request for Borrowing expressly requests a Base Rate Loan. At any time that an Event of Default has occurred and is continuing, Agent may convert, and shall convert if so requested by the Required Lenders, the interest rate on all outstanding SOFR Loans to the rate then applicable to Base Rate Loans hereunder.
(c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Loan or a SOFR Loan is received by Administrative Agent not later than 11:00 10 a.m. (Pacific Time), on a Business Day such day shall be treated as the first Business Day of the required notice period. In any other event, such notice will be treated as having been received immediately before 10 a.m. (Pacific Time), of the next Business Day and such day shall be treated as the first Business Day of the required notice period.
(d) Borrower shall give Agent written notice of the commencement of any period the Minimum Investment Condition is not satisfied by telefacsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Agent at least: ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, telefacsimile number (i▇▇▇) ▇▇▇-▇▇▇▇, e-mail address ▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇, at least three (3) Business Days prior to the requested date the Minimum Investment Condition is not satisfied.
(e) Promptly after receipt of any a Request for Borrowing other pursuant to Section 2.6(b), Agent shall notify the Lenders, not later than for 1:00 p.m. (Pacific Time) on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan), the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation third Business Day preceding the Funding Date (in the case of Eurocurrency Rate Loans; a SOFR Loan), by telecopy, electronic mail (iiiin a format bearing a copy of the signature(s) five (5) Business Days prior to required thereon), telephone, or other similar form of transmission, of the requested date Loan. Each Lender shall make the amount of any Borrowing of, conversion to or continuation such ▇▇▇▇▇▇’s Pro Rata Share of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, howeverLoan available to Agent in immediately available funds, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000Agent’s Account, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. (Pacific Time) on the requested Borrowing dateFunding Date applicable thereto. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent After Agent’s receipt of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such BorrowingLoans, conversion or continuation should be directed; and (H) Agent shall make the currency of proceeds thereof available to Borrower on the Loans applicable Funding Date by transferring to the Designated Account immediately available funds equal to the proceeds that are requested by ▇▇▇▇▇▇▇▇ to be borrowed. If a sent to Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) weekRequest for Borrowing; provided, however, that in Agent shall not request any Lender to make, and no Lender shall have the case of a failure obligation to timely request a continuation of Syndicated Loans denominated in an Alternative Currencymake, such Syndicated Loans any Loan if Agent shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one have actual knowledge that (1) weekone or more of the applicable conditions precedent set forth in Article III will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the requested Loan would exceed the Availability on such Funding Date.
(f) Unless Agent receives notice from a Lender, prior to 9:00 a.m. (Pacific Time) on the date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of Borrower the amount of that ▇▇▇▇▇▇’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. Any If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such automatic conversion circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be effective as conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of such Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date.
(g) (i) Notwithstanding the provisions of Section 2.3(a)(ii), Agent shall not be obligated to transfer to a Defaulting Lender any payments made by Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (i) first, to Issuing Lender to the extent of the last day portion of any payment made by Issuing Lender pursuant to a Letter of Credit that was required to be, but was not, paid by the Interest Period then Defaulting Lender, (ii) second, to each other non-Defaulting Lender ratably in effect accordance with their Revolver Commitments (but only to the extent that such Defaulting Lender’s Loan was funded by such other non-Defaulting Lender), (iii) third, to a suspense account maintained by Agent, the proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of Borrower (upon the request of Borrower and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans (or other funding obligations) hereunder, and (iv) fourth, from and after the date when all other Obligations have been paid in full, to such Defaulting Lender in accordance with tier (H) of Section 2.3(a)(ii). Subject to the foregoing, Agent may hold and, in its Permitted Discretion, re-lend to Borrower for the account of such Defaulting Lender the amount of all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the applicable Eurocurrency Rate LoansLoan Documents (including the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b), such Defaulting Lender shall be deemed not to be a “Lender” and such ▇▇▇▇▇▇’s Revolver Commitment shall be deemed to be zero; provided, that the foregoing shall not apply to any of the matters governed by Section 11.2(a) through (c). If Borrower fails to specify an Interest Period This Section shall remain effective with respect to such Defaulting Lender until the earlier of (y) the date on which all of the non-Defaulting Lenders, Agent, Issuing Lender, and Borrower shall have waived, in writing, the application of this Section 2.6(g) to such Defaulting Lender, or (z) the date on which such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder (on which earlier date, so long as no Event of Default has occurred and is continuing, any remaining cash collateral held by Agent pursuant to Section 2.6(g)(ii) shall be released to Borrower). The operation of this Section shall not be construed to increase or otherwise affect the Revolver Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by Borrower of its duties and obligations hereunder to Agent, Issuing Lender or to the Lenders other than such Defaulting Lender. Any failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a Eurocurrency Rate Loanmaterial breach by such Defaulting Lender of this Agreement and shall entitle Borrower at its option, upon written notice to Agent, to arrange for a substitute Lender to assume the Revolver Commitment of such Defaulting Lender, such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute ▇▇▇▇▇▇, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute ▇▇▇▇▇▇ (and agrees that it will shall be deemed to have specified an Interest Period executed and delivered such document if it fails to do so) subject only to being repaid its share of one the outstanding Obligations (other than Bank Product Obligations, but including (1) week. No Syndicated Loan all interest, fees, and other amounts that may be converted into due and payable in respect thereof, and (2) an assumption of its Pro Rata Share of its participation in the Letters of Credit); provided, that any such assumption of the Revolver Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or continued Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund, including Borrower’s right to require Defaulting Lender to reimburse Borrower for any fees, charges or expenses incurred by Borrower under this Section 2.3(g) as a Syndicated result of the failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder. In the event of a direct conflict between the priority provisions of this Section 2.6(g) and any other provision contained in this Agreement or any other Loan denominated Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent possible, to be in a different currencyconcert with each other. In the event of any actual, but instead must irreconcilable conflict that cannot be prepaid in resolved as aforesaid, the original currency terms and provisions of such Syndicated Loan this Section 2.6(g) shall control and reborrowed in the other currencygovern.
Appears in 1 contract
Sources: Credit Agreement (Ares Commercial Real Estate Corp)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable written notice to Administrative Agent, which may be given by telephone or by electronic mail pursuant to, and in accordance with the terms of this Credit Agreement. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a of, conversion to or continuation of RFR Rate Loans or of any conversion of RFR Rate Loans to Alternate Base Rate LoanLoans; and (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan (or the continuation of Eurocurrency Rate Loans; four (iii) five (54) Business Days Days, in the case of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in any Alternative CurrenciesCurrency; and (iviii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a the Borrower Party pursuant to this Section 2.02(a2.03
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party B▇▇▇▇▇▇▇ (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (GF) to which account the proceeds of such Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency[reserved]; and (I) whether such Loan is an ESG Credit Extension and the currency of the Loans to be borrowedapplicable Interest Rate Step-Down. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency RFR Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion to RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Alternate Base Rate Loans. If , it being understood that the Borrower fails may cause any Alternate Base Rate Loans to specify be converted to RFR Rate Loans at the end of an Interest Period with respect upon three (3) Business Days prior written notice, and subject to a Eurocurrency Rate Loan, it will the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Sources: Revolving Credit Agreement (Lafayette Square USA, Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least: least (iA) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term SOFR Loans denominated in Alternative Currencies; or of any conversion of Term SOFR Loans to Alternate Base Rate Loans and (ivii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each emailed notice by a any Borrower Party pursuant to this Section 2.02(a2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowerthe Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans the Loan to be borrowed, converted or continued; (D) if any portion the Type of such Borrowing is not Loan to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing borrowed or to which existing Loan is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)converted; (E) the Type of Syndicated Loans to which Interest Period for any existing Eurocurrency Rate Loans or Base Rate Loans are to be convertedTerm SOFR Loan; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto[reserved]; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails Borrowers fail to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loanconversion, then the applicable Syndicated Loans Loan shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekTerm SOFR Loan. Any such automatic conversion to a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansLoan. If Borrower fails the Borrowers fail to specify an give timely notice requesting a continuation of Term SOFR Loans, then such Term SOFR Loan shall be automatically renewed with the same Interest Period with respect to a Eurocurrency Rate Loan, it will Period. Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotheranother Type of Loan, and each continuation of a Eurocurrency Rate Loans Loan or RFR Loan shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative AgentAgent (a “Request for Borrowing”), which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach notice: (i) shall be furnished to the Administrative Agent no later than 2:00 p.m. (x) on the requested date of Borrowing in the case of a Base Rate Loan, provided that, any such Loans shall not exceed the Daily Borrowing Sublimit, or one (1) Business Day prior to the requested date of Borrowing for any Base Rate Loans in excess of the Daily Borrowing Sublimit, (y) at least three (3) Business Days prior to the requested date of any Borrowing other than for in the case of a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of RFR Loan in Dollars or an Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; in Euro, and (iiiz) five at least four (54) Business Days prior to the requested date of any Borrowing of, conversion to in the case of an Eurocurrency Rate Loan or continuation of Loans denominated RFR Loan in an Alternative CurrenciesCurrency other than Euro; and (ivii) one must specify: (1A) Business Day prior to the requested amount and currency of such Borrowing; (B) the Interest Option; (C) the Interest Period therefor, if applicable; and (D) the date of any Borrowing of Base Rate Loans ; providedsuch Borrowing, however, to the extent which shall be a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateBusiness Day. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Party. Each Loan Notice (whether telephonic or written) shall be delivered together with a Borrowing Base Certificate, and shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loans or RFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GF) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Base Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of Eurocurrency Rate Loans or RFR Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (Carlyle Secured Lending III)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least: least (iA) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term SOFR Loans denominated in Alternative Currencies; or of any conversion of Term SOFR Loans to Alternate Base Rate Loans and (ivii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans ; provided, however, to the extent shall be made on a Borrower Party requires same same-day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, basis if such notice is received by the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateday of such Borrowing. Each emailed notice by a any Borrower Party pursuant to this Section 2.02(a2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowerthe Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans the Loan to be borrowed, converted or continued; (D) if any portion the Type of such Borrowing is not Loan to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing borrowed or to which existing Loan is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)converted; (E) the Type of Syndicated Loans to which Interest Period for any existing Eurocurrency Rate Loans or Base Rate Loans are to be convertedTerm SOFR Loan; (F) with respect to [reserved]whether such Loan will be a Eurocurrency Rate Revolving Loan or a Term Loan, the duration of the Interest Period with respect thereto; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails Borrowers fail to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loanconversion, then the applicable Syndicated Loans Loan shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekTerm SOFR Loan. Any such automatic conversion to a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansLoan. If Borrower fails the Borrowers fail to specify an give timely notice requesting a continuation of Term SOFR Loans, then such Term SOFR Loan shall be automatically renewed with the same Interest Period with respect to a Eurocurrency Rate Loan, it will Period. Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans Each requesting Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which are addressed notice may by electronic mail, or other written communication (a “Request for Borrowing”), substantially in Section 2.07, each Borrowing, each conversion the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E hereto, and each continuation of Eurocurrency Rate Loans which notice shall be made irrevocable effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must Each Request for Borrowing: (i) shall be received by furnished to the Administrative Agent not no later than 11:00 a.m. at least: (iv) three (3) Business Days prior to on the requested date of any Borrowing other than for in the case of a Base Reference Rate Loan; , (iiw) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) at least five (5) Business Days prior to the requested date of any Borrowing ofin the case of a Daily Simple ▇▇▇▇▇ Loan, conversion to or continuation of Loans denominated in Alternative Currencies; and (ivx) at least one (1) Business Day prior to the requested date of any Borrowing in the case of Base Rate Loans ; provideda Daily Simple SOFR Borrowing, however, (y) at least two (2) Business Days prior to the extent requested date of Borrowing in the case of a Borrower Party requires same day funding for a U.S. Dollar denominated Base Term SOFR Borrowing, and (z) at least four (4) Business Days prior to the requested date of Borrowing in the case of an Eurocurrency Term Rate Loan or Term ▇▇▇▇▇ Loan (or, in an amount not to exceed $10,000,000each case, such shorter period as the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aand each Lender may approve in its sole discretion); and (ii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a amount of such Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested Interest Option if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of the such Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, . Any Request for Borrowing received by the “Loan Date”); (C) Administrative Agent after 11:00 a.m. shall be deemed to have been given by the principal amount of Syndicated Loans applicable Borrower on the next succeeding Business Day. Each Request for Borrowing submitted by the requesting Borrower shall be deemed to be borroweda representation and warranty by each Credit Party that the conditions specified in Sections 6.1, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure the initial Borrowing, and Section 6.2 and, to timely request a continuation of Syndicated Loans denominated in an Alternative Currencythe extent applicable, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective Section 6.3, have been satisfied on and as of the last day date of the Interest Period then applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in effect accordance with respect this Section 2.3, unless the delivery of such information or documents has been waived by the Required Lenders or provided prior to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period date of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated Borrowing in a different currency, but instead must be prepaid manner acceptable to the Administrative Agent in the original currency of such Syndicated Loan and reborrowed in the other currencyits sole discretion.
Appears in 1 contract
Sources: Revolving Credit Agreement (AGL Private Credit Income Fund)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotheranother Type of Loan, and each continuation of Eurocurrency Rate Loans a Term SOFR Loan shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative AgentAgent (a “Request for Borrowing”), which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach notice: (i) shall be furnished to the Administrative Agent no later than 2:00 p.m. (x) on the requested date of Borrowing in the case of a Base Rate Loan, provided that, any such Loans shall not exceed the Daily Borrowing Sublimit, or one (1) Business Day prior to the requested date of Borrowing for any Base Rate Loans in excess of the Daily Borrowing Sublimit, and (y) at least three (3) Business Days prior to the requested date of any Borrowing other than for in the case of a Base Rate Term SOFR Loan; and (ii) three must specify: (3A) Business Days prior to the conversion amount of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loanssuch Borrowing; (iiiB) five the Interest Option; (5C) Business Days prior to the requested date of any Borrowing ofInterest Period therefor, conversion to or continuation of Loans denominated in Alternative Currenciesif applicable; and (ivD) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; providedsuch Borrowing, however, to the extent which shall be a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateBusiness Day. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Party. Each Loan Notice (other than in connection with a continuation of an Interest Period) shall be delivered together with a Borrowing Base Certificate, and shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GF) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Base Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of Term SOFR Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Eurodollar Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Eurodollar Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative AgentAgent in writing. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three two (32) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three two (32) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Eurodollar Rate Loans; and (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, or of any conversion of Eurodollar Rate Loans to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each notice by a Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the applicable Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Eurodollar Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Eurodollar Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)[reserved]; (E) the Type of Syndicated Loans to which any existing Eurocurrency Eurodollar Rate Loans or Base Rate Loans are to be converted; and (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If Each Loan Notice submitted by a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made deemed to be a representation and warranty that the applicable conditions specified in DollarsSection 6.02 have been satisfied on and as of the date of the applicable Borrowing. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if Notice, the applicable Loan shall be made as a Eurodollar Rate Loan. If a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Eurodollar Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Eurodollar Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion continuation shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Eurodollar Rate Loans. If a Borrower Party fails to specify an Interest Period with respect to a Eurocurrency Eurodollar Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one (1) Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Term Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable written notice to Administrative Agent, which may be given by telephone, together with a Borrowing Base Certificate. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term Rate Loans denominated in Alternative Currenciesor of any conversion of Term Rate Loans to Reference Rate Loans; and (ivii) one (1) Business Day prior to the requested date of any Borrowing of Base Reference Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one (1) Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; and (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (GE) to which account the proceeds of such Borrowing, or conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Term Rate Loan with an Interest Period of one (1) weekmonth; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If if Borrower fails to specify an Interest Period a Type of Loan in a Loan Notice delivered with respect to adequate notice for a Eurocurrency Term Rate Loan, it will be deemed to have specified a Term Rate Loan with an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (Invesco Commercial Real Estate Finance Trust, Inc.)
Request for Borrowing. Except with respect Whenever the Borrower desires to Swingline Loans which are addressed obtain a Loan hereunder or to convert an outstanding Loan into a Loan of another type provided for in Section 2.07this Agreement, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan the Borrower shall give to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable Lender written notice to Administrative Agent. Unless otherwise agreed by Administrative Agentin the form of Exhibit A hereto (or telephonic notice confirmed in a writing in the form of Exhibit A hereto), each such which written notice must be received by Administrative Agent not the Lender no later than 11:00 a.m. at least: (i) three (3) Business Days prior to noon, Chicago time, on the day on which the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan, and (ii) noon, Chicago time, on the date two (2) Business Days before the day on which the requested Loan is to be made as, or converted to, a Eurodollar Rate Loan. Each such notice (a “Loan Request”) shall specify the type of Loan (i.e., Base Rate Loan with an or Eurodollar Rate Loan), the Drawdown Date, or (as the case may be) the date of conversion, and principal amount of each Loan or the principal portion thereof to be converted, the interest rate option to be applicable thereto, and the duration of the applicable Interest Period Period, if any (subject, in any case, to the provisions of one (1) weekthe definition of the term “Interest Period”), and shall be substantially in the form of Exhibit A; provided, however, that in the case when any Default or Event of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative CurrencyDefault is continuing, such Syndicated Loans shall be continued as Eurocurrency no Base Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into a Eurodollar Rate Loan. Each Loan Request shall be irrevocable and binding on the Borrower, and shall obligate the Borrower to accept the Loan of the type requested from the Lender on the proposed Drawdown Date or continued (as the case may be) to convert the Loan or a Syndicated portion thereof as requested. Each Loan denominated Request shall be in a different currency, but instead must be prepaid minimum amount of $3,000,000 or an integral multiple of $250,000 in the original currency of such Syndicated Loan and reborrowed in the other currencyexcess thereof.
Appears in 1 contract
Sources: Intercompany Revolving Credit Agreement (United States Cellular Corp)
Request for Borrowing. Except with respect to Swingline Loans The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which are addressed notice may be by telephone, if confirmed in Section 2.07writing, each facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E hereto, and each continuation of Eurocurrency Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach Request for Borrowing: (i) shall be furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the requested date of any a Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; and (iiiD) at least five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currenciesan RFR Loan; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day, ); (B) the “Loan Date”)amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loanapplicable, the duration of the Interest Period with respect theretoPeriod; (GD) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (HE) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and ▇▇▇▇ (subject to Permitted Liens), granted to the currency Administrative Agent, for the benefit of the Loans Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to be borrowed. If any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to specify Request for Borrowing is submitted by 11:00 p.m. on a currency in a Loan Notice requesting a BorrowingMonday, then the Syndicated Loans so requested Borrowing shall be made on the immediately following Thursday in Dollarsaccordance with Section 2.8 hereof, provided that each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by USActive 58236919.3 -42- each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower Party fails shall be deemed to specify constitute a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then representation and warranty by the applicable Syndicated Loans Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be made as, or converted to, deemed to constitute a Eurocurrency Rate Loan with an Interest Period of one representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Eurocurrency Rate Loan, it will be deemed to Qualified Borrower) have specified an Interest Period been satisfied on and as of one (1) weekthe date of the applicable Borrowing. No Syndicated Loan may Request for Borrowing shall be converted into valid hereunder for any purpose unless it shall have been accompanied or continued as a Syndicated Loan denominated preceded by the information and other documents required to be delivered in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyaccordance with this Section.
Appears in 1 contract
Sources: Revolving Credit Agreement (T Series Middle Market Loan Fund LLC)
Request for Borrowing. Except with respect to Swingline Loans The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which are addressed notice may be by telephone, if confirmed in Section 2.07writing, each facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E hereto, and each continuation of Eurocurrency Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach Request for Borrowing: (i) shall be furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the requested date of any a Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; and (iiiD) at least five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currenciesan RFR Loan; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day, ); (B) the “Loan Date”)amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loanapplicable, the duration of the Interest Period with respect theretoPeriod; (GD) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (HE) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and ▇▇▇▇ (subject to Permitted Liens), granted to the currency Administrative Agent, for the benefit of the Loans Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to be borrowed. If any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to specify Request for Borrowing is submitted by 11:00 p.m. on a currency in a Loan Notice requesting a BorrowingMonday, then the Syndicated Loans so requested Borrowing shall be made on the immediately following Thursday in Dollarsaccordance with Section 2.8 hereof, provided that each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower Party fails shall be deemed to specify constitute a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then representation and warranty by the applicable Syndicated Loans Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be made as, or converted to, deemed to constitute a Eurocurrency Rate Loan with an Interest Period of one representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial USActive 58236919.3 advance under this Credit Agreement to a Eurocurrency Rate Loan, it will be deemed to Qualified Borrower) have specified an Interest Period been satisfied on and as of one (1) weekthe date of the applicable Borrowing. No Syndicated Loan may Request for Borrowing shall be converted into valid hereunder for any purpose unless it shall have been accompanied or continued as a Syndicated Loan denominated preceded by the information and other documents required to be delivered in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyaccordance with this Section.
Appears in 1 contract
Sources: Revolving Credit Agreement (T Series Middle Market Loan Fund LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least: least (iA) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term SOFR Loans denominated in Alternative Currencies; or of any conversion of Term SOFR Loans to Alternate Base Rate Loans and (ivii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each emailed notice by a any Borrower Party pursuant to this Section 2.02(a2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible USActive 60330059.19 -45- Officer of Borrowerthe Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans the Loan to be borrowed, converted or continued; (D) if any portion the Type of such Borrowing is not Loan to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing borrowed or to which existing Loan is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)converted; (E) the Type of Syndicated Loans to which Interest Period for any existing Eurocurrency Rate Loans or Base Rate Loans are to be convertedTerm SOFR Loan; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto[reserved]; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails Borrowers fail to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loanconversion, then the applicable Syndicated Loans Loan shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekTerm SOFR Loan. Any such automatic conversion to a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansLoan. If Borrower fails the Borrowers fail to specify an give timely notice requesting a continuation of Term SOFR Loans, then such Term SOFR Loan shall be automatically renewed with the same Interest Period with respect to a Eurocurrency Rate Loan, it will Period. Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate LIBOR RateRFR Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable written notice to Administrative Agent, which may be given by telephone or by electronic mail pursuant to, and in accordance with the terms of this Credit Agreement. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a of, conversion to or continuation of LIBOR RateRFR Loans or of any conversion of LIBOR RateRFR Loans to Alternate Base Rate LoanLoans; (ii) 10:00 a.m. at least three (3) Business Days prior to (or four (4), in the conversion case of Base Rate borrowing of Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iiidenominated in Special Notice Currencies) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iviii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a the Borrower Party pursuant to this Section 2.02(a2.03
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)▇▇▇▇▇▇▇▇. Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate LIBOR RateRFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (F) the currency of the Loans to be borrowed; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a the Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) weekLIBOR RateRFR Loans; provided, however, that no Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weeksuch Loan and reborrowed in the other currency. Any such automatic conversion to LIBOR RateRFR Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Alternate Base Rate Loans. If , it being understood that the Borrower fails may cause any Alternate Base Rate Loans to specify be converted to LIBOR RateTerm RFR Loans at the end of an Interest Period with respect upon three (3) Business Days prior written notice, and subject to a Eurocurrency Rate Loan, it will the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) weekthe date of the applicable Borrowing, conversion or continuation. No Syndicated Loan Notwithstanding any term to the contrary contained herein, only Loans denominated in Dollars may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyto Alternate Base Rate Loans.
Appears in 1 contract
Sources: Revolving Credit Agreement (Nuveen Churchill Direct Lending Corp.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotheranother Type of Loan, and each continuation of Eurocurrency a LIBOR Rate Loans Loan shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative AgentAgent (a “Request for Borrowing”), which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach notice: (i) shall be furnished to the Administrative Agent no later than 2:00 p.m. (x) on the requested date of Borrowing in the case of a Base Rate Loan, provided that, any such Loans shall not exceed the Daily Borrowing Sublimit, or one (1) Business Day prior to the requested date of Borrowing for any Base Rate Loans in excess of the Daily Borrowing Sublimit, (y) at least three (3) Business Days prior to the requested date of any Borrowing other than for in the case of a Base LIBOR Rate Loan; and (ii) three must specify: (3w) Business Days prior to the conversion amount of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loanssuch Borrowing; (iiix) five the Interest Option if such Loan is to be funded in Dollars; (5y) Business Days prior to the requested date of any Borrowing ofInterest Period therefor, conversion to or continuation of Loans denominated in Alternative Currenciesif applicable; and (ivz) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; providedsuch Borrowing, however, to the extent which shall be a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateBusiness Day. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Party. Each Loan Notice (whether telephonic or written) shall be delivered together with a Borrowing Base Certificate, and shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GF) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Base Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (Franklin BSP Capital Corp)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Eurodollar Rate Loans Loans, Floating LIBOR Rate Loan or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Eurodollar Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable written notice to Administrative Funding Agent, which may be given by telephone. Unless otherwise agreed by Administrative Funding Agent, each such notice must be received by Administrative Funding Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Eurodollar Rate Loans (or Floating LIBOR Rate Loan) to another Type type of Syndicated Loan or the continuation of Eurocurrency Eurodollar Rate Loans; and (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Funding Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Eurodollar Rate Loan, Floating LIBOR Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Eurodollar Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Eurodollar Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Eurodollar Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Eurodollar Rate Loans Loans, Floating LIBOR Rate Loan or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Eurodollar Rate Loan, the duration of the Interest Period with respect thereto; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Eurodollar Rate Loan, then the applicable Syndicated Loans shall be made asconverted to Base Rate Loans, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any and any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Eurodollar Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Eurodollar Rate Loan, it will be deemed to have specified an Interest Period of one month. For avoidance of doubt, no Base Rate Loan or Floating LIBOR Rate Loan shall have an Interest Period. Each Loan Notice shall be accompanied or preceded by: (1A) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in Borrowing Base Certificate dated the original currency date of such Syndicated Loan Notice; and reborrowed (B) such documents as are required to satisfy any applicable conditions precedent as provided in Section 5, and no Loan Notice shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other currencydocuments required to be delivered in accordance with this Section 2.02.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Term SOFR Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iviii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or a Eurocurrency Rate Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Daily Simple SOFR, Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Daily SOFR Loans, Term SOFR Loans or Base Rate Loans are to be converted; and (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to of a Eurocurrency Rate Term SOFR Loan, then the applicable Syndicated Loans Loan shall be made as, or converted to, continued as a Eurocurrency Rate Term SOFR Loan with an Interest Period of one (1) week; providedmonth, however, that in the case of a failure to timely request a and such continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansTerm SOFR Loan. If a Borrower Party fails to specify an Interest Period with respect to a Eurocurrency Rate Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Term SOFR Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iviii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or a Eurocurrency Rate Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Daily Simple SOFR, Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Daily SOFR Loans, Term SOFR Loans or Base Rate Loans are to be converted; and (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to of a Eurocurrency Rate Term SOFR Loan, then the applicable Syndicated Loans Loan shall be made as, or converted to, continued as a Eurocurrency Rate Term SOFR Loan with an Interest Period of one (1) week; providedmonth, however, that in the case of a failure to timely request a and such continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansTerm SOFR Loan. If a Borrower Party fails to specify an Interest Period with respect to a Eurocurrency Rate Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending VII LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable written notice to Administrative Agent, which may be given by telephone or by electronic mail pursuant to, and in accordance with the terms of this Credit Agreement. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a of, conversion to or continuation of RFR Rate Loans or of any conversion of RFR Rate Loans to Alternate Base Rate LoanLoans; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan (or the continuation of Eurocurrency Rate Loans; four (iii) five (54) Business Days Days, in the case of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in any Alternative CurrenciesCurrency; and (iviii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a the Borrower Party pursuant to this Section 2.02(ato
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (GF) to which account the proceeds of such Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency; and (I) whether such Loan is an ESG Credit Extension and the currency of the Loans to be borrowedapplicable Interest Rate Step-Down. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency RFR Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion to RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Alternate Base Rate Loans. If , it being understood that the Borrower fails may cause any Alternate Base Rate Loans to specify be converted to RFR Rate Loans at the end of an Interest Period with respect upon three (3) Business Days prior written notice, and subject to a Eurocurrency Rate Loan, it will the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Sources: Revolving Credit Agreement (Lafayette Square USA, Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; Borrowing, provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Daily SOFR Loan or Base Rate Loan Loan, in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Daily SOFR Loan or Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date; and (ii) three (3) Business Days prior to the conversion of Daily SOFR Loans to another Type of Syndicated Loan, the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Term SOFR Loans to another Type of Syndicated Loan or the continuation of Term SOFR Loans. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Term SOFR Loan or Daily SOFR Loan, or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Daily SOFR Loan, Term SOFR Loan or a Eurocurrency Base Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate Term SOFR, the Daily SOFR or the Base Rate Rate, for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are Syndicated Loan is to be converted; (F) with respect to a Eurocurrency Rate Term SOFR Loan, the duration of the Interest Period with respect thereto; and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Term SOFR Loan, then the applicable Syndicated Loans Loan shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekDaily SOFR Loan. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending VIII LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, Each Borrowing and each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable written notice to Administrative Agent. Unless otherwise agreed by the Administrative Agent, each which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least: least (iA) three two (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (52) Business Days prior to the requested date of any Borrowing of, conversion to of or continuation of Loans denominated in Alternative Currencies; of, a Term SOFR Loan, and (ivii) at least one (1) Business Day prior to the requested date of any Borrowing of or continuation of, an Alternative Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoan. Each emailed notice by a any Borrower Party pursuant to this Section 2.02(a2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowerthe Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Rate Loansa Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans the Loan to be borrowed, converted or continued; (D) if any portion the Type of such Borrowing is not Loan to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing borrowed or to which existing Loan is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper)converted; (E) the Type of Syndicated Loans to which Interest Period for any existing Eurocurrency Rate Loans or Base Rate Loans are to be convertedTerm SOFR Loan; (F) with respect to a Eurocurrency if the requested Loan is an Alternative Base Rate Loan, whether such Loan shall be converted to a Term SOFR Loan on the duration date falling one (1) Business Day after repayment of the Interest Period with respect thereto; such Alternative Base Rate Loan is due and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails Borrowers fail to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate LoanNotice, then the applicable Syndicated Loans Loan shall be made as an Alternate Base Rate Loan. During the existence of a Potential Default or an Event of Default, no Loans may be requested as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Term SOFR Loan denominated in a different currency, but instead must be prepaid in without the original currency consent of such Syndicated Loan and reborrowed in the other currencyRequired Lenders.
Appears in 1 contract
Sources: Revolving Credit Agreement (Senior Credit Investments, LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent, which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans (or Floating LIBOR Rate Loan) to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan, a Floating LIBOR Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) weekLoans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekmonth. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) weekmonth. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.. Table of Contents
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent, which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans (or Floating LIBOR Rate Loan) to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a2.02
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan, a Floating LIBOR Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) weekLoans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekmonth. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) weekmonth. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans The applicable Borrower shall give the Administrative Agent notice by telephone, facsimile or electronic mail of the date of each requested Borrowing hereunder, which are addressed notice if by telephone shall be confirmed in Section 2.07writing (a “Request for Borrowing”), each Borrowing, each conversion in the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E, and each continuation of Eurocurrency Rate Loans which notice shall be made irrevocable and effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must Each Request for Borrowing: (i) shall be received by furnished to the Administrative Agent not no later than 11:00 a.m. (x) at least: least one (i1) Business Day prior to the requested date of Borrowing in the case of a Reference Rate Loan, (y) at least three (3) Business Days prior to the requested date of any Borrowing other than for in the case of a Base LIBOR Rate Loan; Loan in Dollars, and (iiz) three at least four (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (54) Business Days prior to the requested date of any Borrowing of, conversion to or continuation in the case of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base LIBOR Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aAlternative Currency; and (ii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a amount of such Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested Interest Option, if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of the such Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have been given by the Borrowers on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower shall be deemed to be a representation and warranty that the conditions specified an Interest Period in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3 and/or 6.4, have been satisfied on and as of one (1) weekthe date of the applicable Borrowing. No Syndicated Loan may Request for Borrowing shall be converted into valid hereunder for any purpose unless it shall have been accompanied or continued as a Syndicated Loan denominated preceded by the information and other documents required to be delivered in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyaccordance with this Section.
Appears in 1 contract
Sources: Revolving Credit Agreement (Barings Capital Investment Corp)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) weekLoans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekmonth. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Term SOFR Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iviii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or a Eurocurrency Rate Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Daily Simple SOFR, Adjusted Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Daily SOFR Loans, Term SOFR Loans or Base Rate Loans are to be converted; and (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to of a Eurocurrency Rate Term SOFR Loan, then the applicable Syndicated Loans Loan shall be made as, or converted to, continued as a Eurocurrency Rate Term SOFR Loan with an Interest Period of one (1) week; providedmonth, however, that in the case of a failure to timely request a and such continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate LoansTerm SOFR Loan. If a Borrower Party fails to specify an Interest Period with respect to a Eurocurrency Rate Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencymonth.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending VII LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable written notice to Administrative Agent, which may be given by telephone or by electronic mail pursuant to, and in accordance with the terms of this Credit Agreement. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a of, conversion to or continuation of RFR Rate Loans or of any conversion of RFR Rate Loans to Alternate Base Rate LoanLoans; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan (or the continuation of Eurocurrency Rate Loans; four (iii) five (54) Business Days Days, in the case of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in any Alternative CurrenciesCurrency; and (iviii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each telephonic notice by a the Borrower Party pursuant to this Section 2.02(a2.03
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (GF) to which account the proceeds of such Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency; and (I) whether such Loan is an ESG Credit Extension and the currency of the Loans to be borrowedapplicable Interest Rate Step-Down. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency RFR Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion to RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Alternate Base Rate Loans. If , it being understood that the Borrower fails may cause any Alternate Base Rate Loans to specify be converted to RFR Rate Loans at the end of an Interest Period with respect upon three (3) Business Days prior written notice, and subject to a Eurocurrency Rate Loan, it will the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) weekthe date of the applicable Borrowing, conversion or continuation. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.44
Appears in 1 contract
Sources: Revolving Credit Agreement (Lafayette Square Empire BDC, Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Each Loan to another, and each continuation of Eurocurrency Rate Loans shall Credit Extension will be made upon the applicable Borrower PartyBorrower’s irrevocable written notice to Administrative Agent, which may be given by (x) telephone or (y) a Loan Notice; provided that any telephonic notice must be confirmed immediately by delivery to Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowers), together with a Borrowing Base Certificate. Unless otherwise agreed by Administrative Agent, each Each such notice Loan Notice must be received by Administrative Agent not later than 11:00 a.m. at least: :
(i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term Rate Loans, or of any conversion of Term Rate Loans denominated in Alternative Currenciesto Daily Simple SOFR Loans; and and
(ivii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Daily Simple SOFR Loans. Each Loan Notice shall must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be such Borrowing (which shall must be a Business Day, the “Loan Date”); (C) the principal amount Type of Syndicated Loans to be borrowed, converted borrowed or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FD) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; and (GE) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall will be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) weekDaily Simple SOFR Loans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative CurrencyTerm Rate Loans, such Syndicated Loans shall be continued as Eurocurrency a Term Rate Loans in their original currency with an Interest Period of one month (1) weekunless a Default or an Event of Default has occurred and is continuing, in which case such Loans shall automatically be converted to Daily Simple SOFR Loans). Any such automatic continuation of Term Loans or conversion shall to Daily Simple SOFR Loans, as applicable, will be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Term Rate Loans. If Borrower requests a Borrowing of Term Rate Loans in any such Loan Notice, but fails to specify an Interest Period with respect to a Eurocurrency Rate LoanPeriod, it will be deemed to have specified an Interest Period of one month. Without limitation of any other conditions herein, a Borrowing or continuation of or conversion to Term Rate Loans shall not be permitted if:
(1i) week. No Syndicated Loan may A Default or Event of Default has occurred and is continuing and has not been waived by Required Lenders or all Lenders, as applicable; or
(ii) The requested Borrowing or continuation of or conversion to Term Rate Loans would cause more than ten (10) Interest Periods to be converted into in effect at any one time for Term Rate Loans, after giving effect to all Term Rate Loans, all conversions of Loans from one Type to another, and all continuations of Loans as the same Type; or
(iii) The requested interest period does not conform to the definition of Interest Period herein; or
(iv) Any of the circumstances referred to in Section 3.03 shall apply with respect to the requested Borrowing or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency continuation of such Syndicated Loan and reborrowed in the other currencyor conversion to Term Rate Loans.
Appears in 1 contract
Sources: Libor Transition Amendment (Invesco Real Estate Income Trust Inc.)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Base Rate Loans, Term SOFR Loans, Alternative Currency Term Rate Loan, Daily ▇▇▇▇▇ Loans or Base Rate Daily ▇▇▇▇▇ Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans shall be made upon the applicable Borrower Fund Party’s irrevocable written notice to Administrative AgentAgent in writing. Unless otherwise agreed by Administrative Agent, each Each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) U.S. Government Securities Business Days prior to the requested date of any Borrowing other than for a Base Rate Loanof, conversion to or continuation of Term SOFR Loans; (ii) three four (34) Business Days prior to the requested date of any Borrowing of or conversion of Base Rate to Daily ▇▇▇▇▇ Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Daily ▇▇▇▇▇ Loans; (iii) five on the requested date of any Borrowing of or any conversion to Base Rate Loans; and (5iv) four (4) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Currency Term Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing dateLoans. Each notice by a Borrower Fund Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Fund Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the applicable Borrower). Each Loan Notice shall specify: (A) whether the Borrower Fund Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Term SOFR Loans or Alternative Currency Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion a Borrowing or continuation, the Type of such Borrowing is not Loans to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as borrowed or continued (a Base Rate Loan, a Term SOFR Loan, an Alternative Currency Term Rate Loan, a Daily ▇▇▇▇▇ Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial PaperDaily ▇▇▇▇▇ Loan); (E) if a conversion, the Type of Syndicated Loans to which any existing Eurocurrency Term SOFR Loans, Alternative Currency Term Rate Loans, Daily ▇▇▇▇▇ Loans, Daily ▇▇▇▇▇ Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) account to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (HG) the currency of the Loans to be borrowed; and (H) with respect to a Term SOFR Loan or an Alternative Currency Term Rate Loan, the duration of the Interest Period with respect thereto, and with respect to a Daily ▇▇▇▇▇ Loans or a Daily ▇▇▇▇▇ Loan, the duration of the Interest Payment Period with respect thereto. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Fund Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an the same interest option and Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loanseffect. If Borrower a Fund Party fails to specify an Interest Period with respect to a Eurocurrency Term SOFR Loan or an Alternative Currency Term Rate Loan, it will be deemed to have specified an Interest Period of one (1) weekmonth. Each Loan Notice submitted by a Fund Party shall be deemed to be a representation and warranty that the applicable conditions specified in Section 6.02 have been satisfied on and as of the date of the applicable Borrowing. Other than pursuant to Section 2.02(e), No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans from one Type of Syndicated Loan to another, and each continuation of Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans (or Floating LIBOR Rate Loan) to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan, a Floating LIBOR Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency Base Rate Loan with an Interest Period of one (1) weekLoans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekmonth. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one (1) weekmonth. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.
Appears in 1 contract
Sources: Revolving Credit Agreement (TCW Direct Lending LLC)
Request for Borrowing. Except with respect to Swingline Loans The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which are addressed notice may be by telephone, if confirmed in Section 2.07writing, each facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherExhibit E hereto, and each continuation of Eurocurrency Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at leastEach Request for Borrowing: (i) shall be furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the requested date of a Borrowing of Eurocurrency Rate Loans, (D) at USActive 58236919.3 -42- least three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; of an RFR Loan denominated in Canadian Dollars and (iiE) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) at least five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans an RFR Loan denominated in Alternative CurrenciesSterling; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(aii) must be by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loan to another Type of Syndicated Loan, or a continuation of Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day, ); (B) the “Loan Date”)amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (F) with respect to a Eurocurrency Rate Loanapplicable, the duration of the Interest Period with respect theretoPeriod; (GD) to which account the proceeds of such Borrowing, conversion or continuation Borrowing should be directed; and (HE) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and ▇▇▇▇ (subject to Permitted Liens), granted to the currency Administrative Agent, for the benefit of the Loans Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to be borrowed. If any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to specify Request for Borrowing is submitted by 11:00 p.m. on a currency in a Loan Notice requesting a BorrowingMonday, then the Syndicated Loans so requested Borrowing shall be made on the immediately following Thursday in Dollarsaccordance with Section 2.8 hereof, provided that each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower Party fails shall be deemed to specify constitute a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loan, then representation and warranty by the applicable Syndicated Loans Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be made as, or converted to, deemed to constitute a Eurocurrency Rate Loan with an Interest Period of one representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans. If Borrower fails to specify an Interest Period initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Eurocurrency Rate Loan, it will be deemed to Qualified Borrower) have specified an Interest Period been satisfied on and as of one (1) weekthe date of the applicable Borrowing. No Syndicated Loan may Request for Borrowing shall be converted into valid hereunder for any purpose unless it shall have been accompanied or continued as a Syndicated Loan denominated preceded by the information and other documents required to be delivered in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencyaccordance with this Section.
Appears in 1 contract
Sources: Revolving Credit Agreement (T Series Middle Market Loan Fund LLC)
Request for Borrowing. Except with respect to Swingline Loans which are addressed in Section 2.07, each Each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to anotherthe other, and each continuation of Eurocurrency RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable written notice to Administrative Agent. Unless otherwise agreed , which may be given by Administrative Agenttelephone or by electronic mail pursuant to, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to and in accordance with the requested date terms of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing datethis Credit Agreement. Each notice by a Borrower Party pursuant to this Section 2.02(a38 LEGAL_US_E # 163726163.4
(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of a Eurocurrency Rate Loan or Base Rate Loans from one Type of Loan to another Type of Syndicated Loanthe other, or a continuation of Eurocurrency RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Eurocurrency Rate Loans or Base Rate Loans are to be converted; (FE) with respect to a Eurocurrency Rate Loanif applicable, the duration of the Interest Period with respect thereto; (GF) to which account the proceeds of such Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency; and (I) whether such Loan is an ESG Credit Extension and the currency of the Loans to be borrowedapplicable Interest Rate Step-Down. If a the Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation with respect to a Eurocurrency Rate Loancontinuation, then the applicable Syndicated Loans shall be made as, or converted to, a Eurocurrency RFR Rate Loan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) weekLoans. Any such automatic conversion to RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Alternate Base Rate Loans. If , it being understood that the Borrower fails may cause any Alternate Base Rate Loans to specify be converted to RFR Rate Loans at the end of an Interest Period with respect upon three (3) Business Days prior written notice, and subject to a Eurocurrency Rate Loan, it will the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one (1) week. No Syndicated Loan may be converted into the date of the applicable Borrowing, conversion or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currencycontinuation.
Appears in 1 contract
Sources: Revolving Credit Agreement (Lafayette Square USA, Inc.)