Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. The Company may borrow, repay and reborrow under this Section 2.13. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day. (b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2. (c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans in Dollars to the Borrower Greenfield prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Borrowers are not in compliance with all the conditions to the making of Revolving Credit Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed Outstanding exceeds $15,000,00010,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum Dollar Value of the Swing Line Outstandings, Revolving Outstanding Credit Outstandings and Letter of Credit Outstandings Obligations exceeds the Total Revolving Credit Commitment. The Company may borrow, repay and reborrow under Loans made pursuant to this Section 2.13. Unless notified 2.16 shall be limited to Loans bearing interest at the Base Rate unless NationsBank shall agree otherwise.
(i) On each Business Day, in the absence of contrary instructions from Greenfield (by telephone confirmed in writing), NationsBank shall make a Swing Line Loan by funding the Applicable Borrower's Account with NationsBank through credits to such account to the contrary by NationsBankextent necessary based on the balance in the account on such day in order to fund that day's presentments for payment against the account. Upon each Advance, borrowings Greenfield shall be indebted to NationsBank in the amount of the Advance, plus interest thereon, in accordance with the terms and conditions hereof.
(ii) Not later than 3:00 P.M. (Charlotte, North Carolina time) on each Business Day on which Advances under the Swing Line are to be made, NationsBank shall be made in the minimum amount inform Greenfield by telephone of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business DayAdvances.
(biii) All Advances made by NationsBank under the Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect pursuant to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan this Section 2.16 outstanding on any day shall bear interest at the Base Rate. The interest payable on Rate unless NationsBank shall agree otherwise.
(iv) Greenfield and each Lender which is or may become a party hereto acknowledge that all Swing Line Loans is are to be made solely for by NationsBank to Greenfield but that such Lender shall share the account risk of NationsBank, and all accrued and unpaid interest on loss with respect to such Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that such Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Lender's Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (iA) provided that the conditions to making Revolving Credit Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 ending on the next following Business Day, which shall be extended automatically until the Borrower Converts Greenfield converts such Base Rate Loan in accordance with the terms of Section 2.82.11 hereof, and (iiB) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, Greenfield at its option and subject to the terms hereof, may request an Advance as a Revolving Credit Loan pursuant to Section 2.1 2.01 in an amount sufficient to repay any or all Swing Line Outstandings Loans on any date and the Administrative Agent shall provide from upon the proceeds receipt of such Advance Advance, provide to NationsBank the amount necessary to repay such Swing Line Outstandings Loan or Loans (which NationsBank shall then apply to such repayment) and credit any balance of the Advance Revolving Credit Loan in immediately available funds in to the manner directed by the Borrower pursuant to Section 2.1(c)(ii)Applicable Borrower's Account. The proceeds of such Advances shall 43 49 be paid to NationsBank for application to the Swing Line Outstandings Outstanding and the Lenders shall then be deemed to have made Revolving Credit Loans in the amount of such Advances. The Swing Line shall continue in effect until the earlier of (i) occurrence of a Default, or (ii) the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Sources: Credit Facilities and Reimbursement Agreement (Greenfield Industries Inc /De/)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility Commitments in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenderseach Bank, NationsBank shall make available Swing Line Loans in Dollars to each of the Companies, jointly and severally, from the Effective Date to the Borrower prior to Termination Date (or such earlier date as the Revolving Credit Termination DateCommitments of all Banks shall have terminated in accordance with the terms hereof). NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Companies are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings would exceed $15,000,00040,000,000, or (iii) if after giving effect to such Swing Line Loan, to the sum actual knowledge of NationsBank the Swing Line Outstandings, Dollar Equivalent Amount of Revolving Credit Loan Outstandings and Letter of Credit Outstandings exceeds would exceed the Total aggregate Revolving Credit CommitmentCommitments. The Company Companies may borrow, repay and reborrow under this Section 2.132.19. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan100,000, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower a Responsible Officer made to NationsBank not later than 3:00 1:00 P.M. on the Business Day of the requested borrowing. Each such Swing Line Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2L, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.Line
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. The Company Loans made pursuant to this Section 2.17 shall be limited to Loans bearing interest at a Floating Rate.
(i) the Borrower may borrow, repay and reborrow under this Section 2.132.17. Unless notified to the contrary by NationsBank, borrowings Borrowings under the Swing Line shall may be made in the minimum amount amounts of $100,000 or50,000, if greater, in amounts which are integral multiples with a minimum outstanding amount at all times of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan100,000, upon written telephonic (confirmed in writing) or telefacsimile request by telefacsimile transmission, effective upon receipt, by an Authorized Representative authorized officer of the Borrower made to NationsBank not later than 3:00 P.M. 12:00 noon Charlotte, North Carolina time on the Business Day of the requested borrowing. Each such Borrowing Notice Swing Line Loans shall specify the amount of the borrowingbear interest, the date of borrowing, and at the election of the Borrower as designated to NationsBank, at either the Base Reference Rate in the case of a Reference Loan or the Adjusted Federal Funds CD Rate with respect to such borrowing, and shall be in the form case of Exhibit D-2a Floating CD Loan or the Money Market Rate in the case of a Money Market Loan. If the Borrower fails to designate the interest rate for a Swing Line Loan, with appropriate insertionsthen such Swing Line Loan shall bear interest at the Reference Rate. Unless notified to the contrary by NationsBank, each Each repayment of a Swing Line Loan shall be in an amount which is an integral multiple multiples of $10,000 or the aggregate 50,000 with a minimum outstanding amount of all Swing Line Outstandings. $100,000.
(ii) If the Borrower instructs NationsBank to debit any its demand deposit account of the Borrower in the an amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repaymentrepayment after 2:00 P.M. Charlotte, after 3:00 P.M. North Carolina time, on a Business Day, such payment shall be deemed received on the next Business Day.
(biv) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance as a Revolving Loan pursuant to Section 2.1 2.01 in an amount sufficient to repay any or all Swing Line Outstandings Loans on any date and the Administrative Agent shall provide from upon the proceeds receipt of such Advance Advance, provide to NationsBank the amount necessary to repay such Swing Line Outstandings Loan or Loans (which NationsBank shall then apply to such repayment) and credit any balance of the Advance Revolving Loan in immediately available funds in to the manner directed by the Borrower pursuant to Section 2.1(c)(ii)Borrower's Account. The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Revolving Loans in the amount of such Advances. The obligation of NationsBank to fund the Swing Line shall continue in effect until cease upon the earlier of (i) the occurrence of a Default, or (ii) the Revolving Credit Termination Date, at which time all ; provided that when a Default is no longer continuing NationsBank shall be obligated to provide Swing Line Outstandings and accrued interest thereon shall be due and payable in fullLoans.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Willcox & Gibbs Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank NationsBank, in its individual capacity and not as Administrative Agent, and subject to the provisions of Section 2.15(c), shall make available Swing Line Loans to the either Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Borrowers are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00050,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum principal amount of the Swing Line Outstandings, Revolving Outstanding Credit Outstandings and Letter of Credit Outstandings Obligations exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans unless NationsBank and the Borrowers shall agree otherwise. The Company Borrowers may borrow, repay and reborrow under this Section 2.132.15. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 1,000,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receiptirrevocable telephonic notice, by an Authorized Representative of the Borrower Borrowers made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. The applicable Borrower shall provide the Administrative Agent written confirmation of each such telephonic notice on the same day by telefacsimile transmission in the form of a Borrowing Notice. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the either Borrower instructs NationsBank to debit any demand deposit account of the such Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, interest at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or at any rate otherwise mutually agreed upon by NationsBank and the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base RateBorrowers. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) 2.03 and 2.4 2.04 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-22.07(c).
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal determined with reference to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Credit Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 2.01 until the applicable Borrower Converts converts such Base Rate Loan in accordance with the terms of Section 2.82.11, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of a Default, an Event of Default or any other occurrence or event. The Either Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 2.01 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower Borrowers pursuant to Section 2.1(c)(ii2.01(c)(iii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Sources: Credit Facilities and Reimbursement Agreement (Autonation Inc /Fl)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. Each provision of Section 2.01(c) hereof applicable to Base Rate Loans shall be applicable in all respects to each Swing Line Loan.
(a) NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Credit Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,000the Total Swing Line Commitment, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit all Outstandings exceeds the lesser of the Borrowing Base or the Total Revolving Credit Commitment. The Company may borrow, repay and reborrow under this Section 2.13. Unless notified to the contrary .
(b) All Advances made by NationsBank, borrowings NationsBank under the Swing Line pursuant to this Section 2.02 outstanding on any day shall be bear interest at the rate agreed to between the Borrower and NationsBank and, unless made in the minimum amount of $100,000 oraccordance with Section 2.01(c)(iv), if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form minimum principal amount of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, $1,000,000 and any increment of $100,000 in excess thereof.
(c) The principal amount of each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received payable on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either earlier to occur of (i) the Base Rate, or repayment thereof with a Revolving Credit Loan pursuant to Section 2.02(e) below and (ii) the Adjusted Federal Funds Rate; provided, however, Swing Line Termination Date.
(d) The Borrower and each Lender which is or may become a party hereto acknowledge that if all Swing Line Loans are to be made solely by NationsBank to the Borrowing Notice received by Borrower but that such Lender shall share the Administrative Agent risk of loss with respect to a Swing Line Loan fails such Advances by making an Advance under the Revolving Credit Facility to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, repay such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that such Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide pay its purchase price ratable share of the principal amount of outstanding Swing Line Loans by making such Advances under the Revolving Credit Facility up to NationsBank but not exceeding the Revolving Credit Commitment of such Lender shall be absolute and unconditional and shall be made without counterclaim, deduction or set-off by such Lender. Without limiting the generality of the foregoing, each Lender's obligation to pay its ratable share of the principal amount of all outstanding Swing Line Loans by making such Revolving Credit Loans as set forth above in this Section 2.02(d) shall not be affected by by:
(i) any failure or inability of the Borrower to satisfy the applicable conditions to borrowing set forth in Section 5.02,
(ii) any lack of validity or enforceability of this Agreement or any of the other Loan Documents, or
(iii) the occurrence of an any Default or Event of Default or Default.
(e) NationsBank may, at any other occurrence or event. The time, in its sole discretion, by written notice to the Borrower, at the Agent and the Lenders, demand repayment of its option Swing Line Loans. Any such demand for repayment of the Swing Line Loans, and subject the occurrence of the Swing Line Termination Date, shall be deemed to the terms hereof, may request an Advance constitute a Borrowing Notice pursuant to Section 2.1 2.01(c)(i) and (ii), effective on the date of such demand or occurrence, respectively, with respect to a Base Rate Loan advanced under the Revolving Credit Facility on the date of such Borrowing Notice in the aggregate principal amount of all outstanding Swing Line Loans. Each Lender shall pay to the Agent, for the account of NationsBank, an amount of such Base Rate Loan equal to its Applicable Commitment Percentage (determined before giving effect to any termination of the Revolving Credit Commitments pursuant to Section 9.01) in the manner described in Section 2.01(c)(iii).
(f) The Agent shall upon the receipt of an Advance as a Revolving Credit Loan pursuant to Section 2.02(e) in an amount sufficient to repay any or all Swing Line Outstandings on any date and the Administrative Agent shall Loans then outstanding, provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings Loan or Loans (which NationsBank shall then apply to such repayment) and credit any balance of the Advance Revolving Loan in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. Borrower's Account.
(g) The Swing Line shall continue in effect until the earlier of (i) occurrence and continuation of a Default, or (ii) the Revolving Credit Termination Date, at which time all Date (the "Swing Line Outstandings and accrued interest thereon shall be due and payable in fullTermination Date").
Appears in 1 contract
Sources: Credit Facilities and Reimbursement Agreement (Proffitts Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Revolving Lenders, NationsBank Bank of America shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank Bank of America shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank Bank of America the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,0007,500,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the lesser of (A) the Total Revolving Credit CommitmentCommitment or (B) the Borrowing Base minus the amount of any Term Loan B Outstandings. The Company Borrower may borrow, repay and reborrow under this Section 2.132.14. Unless notified to the contrary by NationsBankBank of America, borrowings under the Swing Line shall be made in the minimum amount of $200,000 and $100,000 or, if greater, increments in amounts which are integral multiples of $10,000, excess thereof or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank Bank of America not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBankBank of America, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple a minimum amount of $10,000 200,000 or $100,000 increments in excess thereof or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank Bank of America to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank Bank of America otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBankBank of America, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Revolving Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2Swing Line Note.
(c) Upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to have purchased from NationsBank Bank of America a Participation therein in an amount equal to that Revolving Lender's Applicable Revolving Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBankBank of America, each Revolving Lender shall, according to its Applicable Revolving Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank Bank of America its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Revolving Lender pursuant to demand of NationsBank Bank of America of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Revolving Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Revolving Lender to so provide its purchase price to NationsBank Bank of America shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank Bank of America the amount necessary to repay such Swing Line Outstandings (which NationsBank Bank of America shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank Bank of America for application to the Swing Line Outstandings and the Revolving Lenders shall then be deemed to have made Revolving Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank NationsBank, in its individual capacity and not as Administrative Agent, and subject to the provisions of Section 2.15(c), shall make available Swing Line Loans to the either Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Borrowers are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00050,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum principal amount of the Swing Line Outstandings, Revolving Outstanding Credit Outstandings and Letter of Credit Outstandings Obligations exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans unless NationsBank and the Borrowers shall agree otherwise. The Company Borrowers may borrow, repay and reborrow under this Section 2.132.15. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 1,000,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receiptirrevocable telephonic notice, by an Authorized Representative of the Borrower 44 Borrowers made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. The applicable Borrower shall provide the Administrative Agent written confirmation of each such telephonic notice on the same day by telefacsimile transmission in the form of a Borrowing Notice. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the either Borrower instructs NationsBank to debit any demand deposit account of the such Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,0005,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the lesser of (A) the Total Revolving Credit CommitmentCommitment or (B) the Borrowing Base. Swing Line Loans shall bear interest at the Base Rate or Adjusted CD Rate, as selected by the Borrower in a Borrowing Notice. The Company Borrower may borrow, repay and reborrow under this Section 2.13SECTION 2.14. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, 200,000 or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the interest rate selected (Base Rate or Adjusted CD Rate) and the Adjusted Federal Funds Rate with respect to such date of borrowing, and shall be in the form of Exhibit EXHIBIT D-2, with appropriate insertionsinsert ions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 200,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, interest at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line LoanCD Rate, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(bSECTIONS 2.2(B) and AND 2.4 with respect to interest on Base Rate Revolving Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2Swing Line Note.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section SECTION 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section SECTION 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section SECTION 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(iiSECTION 2.1(C)(II). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Revolving Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this ---------- Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00010,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, the Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans. The Company may borrow, repay and reborrow under this Section 2.13. Unless notified to the contrary by ------------ NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the ----------- contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, interest at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or such other rate as the Adjusted Federal Funds Rate for such Swing Line LoanBorrower and NationsBank shall agree, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. ----------------------- The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal 2.5. Any amount of $15,000,000 and substantially in principal or interest which ----------- is not paid when due shall bear interest thereafter at the form of Exhibit F-2Default Rate.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 ----------- until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the ----------- purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line ----------- Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances ------------------ shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,0002,500,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the lesser of the Total Revolving Credit CommitmentCommitment or the Borrowing Base. Swing Line Loans shall be limited to either Base Rate Loans or to Loans bearing interest at an otherwise mutually agreed upon rate of interest. The Company may borrow, repay and reborrow under this Section SECTION 2.13. Unless notified to the contrary by NationsBank, borrowings Borrowings under the Swing Line shall be made in the minimum amount of $100,000 50,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 2:00 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit EXHIBIT D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each Each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 2:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, interest at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or at an otherwise mutually agreed upon rate of interest, the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections SECTIONS 2.2(b) and AND 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings Loans made by NationsBank shall be evidenced by a Note delivered payable to the order of NationsBank pursuant to this Section 2.13(b) on in the amount of the Swing Line Commitment, which Note shall be dated the Closing Date in or a later date pursuant to an Assignment and Acceptance and shall be duly completed, executed and delivered by the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2Borrower.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section SECTION 2.1 until the Borrower Converts converts such Base Rate Loan in accordance with the terms of Section SECTION 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section SECTION 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings Out- standings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section SECTION 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full. Upon the occurrence and during the continuation of a Default or Event of Default, NationsBank shall not be required to make any Swing Line Loans.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Credit Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed Outstanding exceeds $15,000,00010,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Outstanding Credit Outstandings and Letter of Credit Outstandings exceeds Obligations exceed the Total Revolving Credit Commitment. The Company may borrow, repay and reborrow under Loans made pursuant to this Section 2.13. Unless notified 2.16 shall be limited to Loans bearing interest at the Base Rate unless NationsBank and Borrower shall agree otherwise.
(i) On each Business Day, in the absence of contrary instructions from the Borrower (by telephone confirmed in writing), NationsBank shall make a Swing Line Loan by funding the Borrower's Account with NationsBank through credits to such account to the contrary by NationsBankextent necessary based on the balance in the account on such day in order to fund that day's presentments for payment against the account. Upon each Advance, borrowings the Borrower shall be indebted to NationsBank in the amount of the Advance, plus interest thereon, in accordance with the terms and conditions hereof.
(ii) Not later than 3:00 P.M. (Charlotte, North Carolina time) on each Business Day on which Advances under the Swing Line are to be made, NationsBank shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of inform the Borrower made to NationsBank not later than 3:00 P.M. on the Business Day by telephone of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business DayAdvances.
(biii) All Advances made by NationsBank under the Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect pursuant to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan this Section 2.16 outstanding on any day shall bear interest at the Base Rate. Rate unless NationsBank shall agree otherwise.
(iv) The interest payable on Borrower and each Lender which is or may become a party hereto acknowledge that all Swing Line Loans is are to be made solely for by NationsBank to the account Borrower but that such Lender shall share the risk of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 loss with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein such Advances in an amount equal to that such Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Lender's Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 ending on the next following Business Day, which shall be extended automatically until the Borrower Converts converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan2.11 hereof. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of a Default or an Event of Default or any other occurrence or event. The Borrower, Borrower at its option and subject to the terms hereof, may request an Advance as a Revolving Credit Loan pursuant to Section 2.1 2.01 in an amount sufficient to repay any or all Swing Line Outstandings Loans on any date and the Administrative Agent shall provide from upon the proceeds receipt of such Advance Advance, provide to NationsBank the amount necessary to repay such Swing Line Outstandings Loan or Loans (which NationsBank shall then apply to such repayment) and credit any balance of the Advance Revolving Credit Loan in immediately available funds in to the manner directed by the Borrower pursuant to Section 2.1(c)(ii)Borrower's Account. The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings Outstanding and the Lenders shall then be deemed to have made Revolving Credit Loans in the amount of such Advances. The Swing Line shall continue in effect to be available until the earlier of (i) occurrence of a Default or an Event of Default, or (ii) the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Sources: Credit Facilities and Reimbursement Agreement (Republic Industries Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility Loans in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Revolving Lenders, NationsBank Bank of America shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Maturity Date. NationsBank Bank of America shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank Bank of America the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,000the Swing Line Sublimit, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings at such time and the aggregate Letter of Credit Outstandings exceeds Exposure of all Revolving Lenders at such time would exceed the Total aggregate Revolving Credit CommitmentCommitments of all Revolving Lenders at such time. The Company may Borrower may, subject to the conditions set forth in the preceding sentence, borrow, repay and reborrow under this Section 2.13SECTION 3.8. Unless notified to the contrary by NationsBankBank of America, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or100,000, or if greater, in amounts which are an integral multiples multiple of $10,000, or 100,000 in the amount necessary to effect a Base Rate Refunding Loanexcess thereof, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative Officer of the Borrower made to NationsBank Bank of America not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2EXHIBIT B-1(b), with appropriate insertions. Unless notified to the contrary by NationsBankBank of America, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBankBank of America. Swing Line Loans shall bear interest solely at the Adjusted Base Rate, and all or to the extent provided in SECTION 5.1 (b), the Default Rate. All accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(bSECTION 5.1 (c) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially each Swing Line Loan is payable in the form of Exhibit F-2full on demand or such other earlier date as provided for herein.
(c) Upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to have purchased from NationsBank Bank of America a Participation therein in an amount equal to the percentage of that Lender▇▇▇▇▇▇'s Applicable Revolving Credit Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBankBank of America, each Lender shall, according to the percentage of its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank Bank of America its purchase price therefor in an amount equal to its Participation therein. Any Advance advance made by a Revolving Lender pursuant to demand of NationsBank Bank of America of the purchase price of its Participation shall when made be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Revolving Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Revolving Lender to so provide its purchase price to NationsBank Bank of America shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. Simultaneously with the making of each such payment by a Revolving Lender to Bank of America to fund such Revolving Lender's purchase price of a Participation in such Swing Line Loan, such Revolving Lender shall, automatically and without any further action on the part of Bank of America or such Revolving Lender, acquire a Participation in an amount equal to such payment (excluding the portion thereof constituting interest accrued prior to the date the Revolving Lender made its payment) in the related rights of Bank of America with respect to obligations of the Borrower as to such Swing Line Loan.
(d) The Borrower, at its option and subject to the terms hereof, may request an Advance a Borrowing pursuant to Section 2.1 SECTION 3.2 in an amount sufficient to repay Swing Line Outstandings on any date date, and the Administrative Agent shall provide from the proceeds of such Advance Borrowing to NationsBank Bank of America the amount necessary to repay such Swing Line Outstandings (which NationsBank Bank of America shall then apply to such repayment) and credit any balance of the Advance Borrowing in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(iiSECTION 3.2(b). The proceeds of such Advances Borrowings shall be paid to NationsBank Bank of America for application to the Swing Line Outstandings and the Revolving Lenders shall then be deemed to have made Revolving Loans in the amount of such AdvancesBorrowings. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full. In the event any Revolving Lender has funded the purchase price of its Participation in any Swing Line Loan as provided above, then at the time payment (in fully collected, immediately available funds) of any principal amount of, or interest on, such Swing Line Loan, in whole or in part, is received by Bank of America or the Administrative Agent, Bank of America or the Administrative Agent (as applicable) shall promptly pay to such Revolving Lender an appropriate pro rata amount of such payment from the Borrower.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this ---------- Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the principal amount of Swing Line Outstandings, Revolving Credit Outstandings and Outstandings, Letter of Credit Outstandings and Reserve Amount exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans. The Company may borrow, repay and reborrow under this Section 2.133.13. Unless notified to the ------------ contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 500,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary ----------- by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b3.2(b) and 2.4 ------------------- 3.4 with respect to interest on Base Rate Loans. The Swing Line --- Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.3.5. -----------
(c) Upon the making of a Swing Line Loan, each Lender with a Revolving Credit Commitment shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 3.1 until the Borrower Converts converts such Base Rate ----------- Loan in accordance with the terms of Section 2.83.8, and (ii) in all other ----------- cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of a Default or an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 3.1 in an amount sufficient to repay ----------- Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii------- 3.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for ---------- application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Revolving Lenders, NationsBank Bank of America shall make available Swing Line Loans to the Borrower Borrowers (subject to the PR Borrowing Limit) prior to the Revolving Credit Termination Date. NationsBank Bank of America shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank Bank of America the applicable Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00010,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Revolver Availability will be less than zero, (iv) if, immediately after giving effect to such Swing Line OutstandingsLoan, the Required Reserve is less than the amount required by Section 10.20, or (v) if after giving effect to such Swing Line Loan the amount of Revolving Credit Outstandings and Letter plus Swing Line Outstandings of Credit Outstandings exceeds the Total Revolving Credit CommitmentPR Borrowers shall exceed the applicable PR Borrowing Limit. The Company may Borrowers may, subject to the conditions set forth in the preceding sentence and subject to the PR Borrowing Limit, borrow, repay and reborrow under this Section 2.132.6. Unless notified to the contrary by NationsBankBank of America, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the applicable Borrower made to NationsBank Bank of America not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBankBank of America, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBankBank of America. Swing Line Loans shall bear interest solely at the Base Rate (or, to the extent provided in Section 4.3, at the Default Rate) and all accrued and unpaid interest on Swing Line Loans shall be payable payable, on the dates and in the manner provided in Sections 2.2(b) and 2.4 Section 4.3 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Revolving Lender shall be deemed to have purchased from NationsBank Bank of America a Participation therein in an amount equal to that Revolving Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBankBank of America, each Revolving Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank Bank of America its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Revolving Lender pursuant to demand of NationsBank Bank of America of the purchase price of its Participation shall when made be deemed to be (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.82.3, and (ii) in all other cases, the funding by each Revolving Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Revolving Lender to so provide its purchase price to NationsBank Bank of America shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Each Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 2.3 in an amount sufficient to repay Swing Line Outstandings of such Borrower on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank Bank of America the amount necessary to repay such Swing Line Outstandings (which NationsBank Bank of America shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the such Borrower pursuant to Section 2.1(c)(ii2.3(c)(ii). The proceeds of such Advances shall be paid to NationsBank Bank of America for application to the Swing Line Outstandings and the Revolving Lenders shall then be deemed to have made Revolving Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Domestic Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Multicurrency Facilities Lenders, NationsBank shall make available Swing Line Loans to the Borrower TDC in Dollars prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Borrowers are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings Loans outstanding exceed $15,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings Total Domestic Utilization exceeds the Total Domestic Revolving Credit Commitment. The Company Loans made pursuant to this Section 2.15 shall be limited to Floating CD Loans.
(i) TDC may borrow, repay and reborrow under this Section 2.132.15. Unless notified to the contrary by NationsBank, borrowings Borrowings under the Swing Line shall may be made in the minimum amount amounts of $100,000 or, if greater, in amounts which are integral 250,000 and multiples of $10,000, or 250,000 in the amount necessary to effect a Base Rate Refunding Loanexcess thereof, upon written telephonic (confirmed in writing) or telefacsimile request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower TDC made to NationsBank not later than 3:00 P.M. 12:00 noon Charlotte, North Carolina time on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple multiples of $10,000 or the aggregate 250,000 with a minimum amount of all Swing Line Outstandings. $250,000.
(ii) If the Borrower TDC instructs NationsBank to debit any its demand deposit account of the Borrower in the an amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repaymentrepayment after 2:00 P.M. Charlotte, after 3:00 P.M. North Carolina time, on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans . TDC shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid pay interest on Swing Line Loans quarterly on the last Business Day of each quarter, commencing July 31, 1996 and continuing on each October, January, April and July thereafter. Interest shall be payable calculated on the dates basis of a year of 360 days and in calculated for the manner provided in Sections 2.2(bactual number of days elapsed.
(iii) The Multicurrency Facilities Borrowers and 2.4 each Multicurrency Facilities Lender which is or may become a party hereto acknowledge that all Swing Line Loans are to be made solely by NationsBank to TDC but that such Multicurrency Facilities Lender shall share the risk of loss with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein such Advances in an amount equal to that such Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, each Multicurrency Facilities Lender shall promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation , in which case such Swing Line Loan shall be deemed from and after such date (ito the extent TDC has not converted such loan pursuant to Section 2.09) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Syndicated Loan under Section 2.1 until the Borrower Converts such Base Rate Loan made in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line LoanAgreement. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, .
(iv) TDC at its option and subject to the terms hereof, may request an Advance as a Domestic Revolving Loan pursuant to Section 2.1 2.01 in an amount sufficient to repay any or all Swing Line Outstandings Loans on any date (subject to three (3) Business Days prior notice in the case of Eurodollar Loans or (5) Business Days prior notice in the case of Loans in an Alternative Currency) and the Administrative Agent shall provide from upon the proceeds receipt of such Advance Advance, provide to NationsBank the amount necessary to repay such Swing Line Outstandings Loan or Loans (which NationsBank shall then apply to such repayment) and credit any balance of the Advance Domestic Revolving Loan in immediately available funds in to an account of TDC at the manner Principal Office or as otherwise directed by the Borrower pursuant to Section 2.1(c)(ii)TDC. The proceeds of such Advances shall be paid to NationsBank for application to the outstanding Swing Line Outstandings Loans and the Lenders shall then be deemed to have made Domestic Revolving Loans in the amount of such Advances. The obligation of NationsBank to fund the Swing Line shall continue in effect until cease upon the earliest of (i) the occurrence of a Default or Event of Default, or (ii) the Revolving Credit Termination Date, at which time all or (iii) the date of resignation by NationsBank as Agent; provided that when a Default is no longer continuing NationsBank shall be obligated to provide Swing Line Outstandings and accrued interest thereon shall be due and payable in fullLoans unless payment of the Obligations has been accelerated.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Tech Data Corp)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility Commitments in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenderseach Bank, NationsBank Bank of America shall make available Swing Line Loans in Dollars to each of the Companies, jointly and severally, from the Closing Date to the Borrower prior to Termination Date (or such earlier date as the Revolving Credit Termination DateCommitments of all Banks shall have terminated in accordance with the terms hereof). NationsBank Bank of America shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank Bank of America the Borrower is Companies are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings would exceed $15,000,000, or (iii) if after giving effect to such Swing Line Loan, to the sum actual knowledge of Bank of America the Swing Line Outstandings, Revolving Credit Loan Outstandings and Letter of Credit Outstandings exceeds would exceed the Total aggregate Revolving Credit CommitmentCommitments. The Company Companies may borrow, repay and reborrow under this Section 2.132.19 . Unless notified to the contrary by NationsBankBank of America, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan100,000, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower a Responsible Officer made to NationsBank Bank of America not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Swing Line Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2L , with appropriate insertions. Unless notified to the contrary by NationsBankBank of America, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower any Company instructs NationsBank Bank of America to debit any demand deposit account of the Borrower such Company in the amount of any payment with respect to a Swing Line Loan, or NationsBank Bank of America otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The Rate plus the Applicable Margin or at such other rate or rates as the applicable Company and Bank of America may agree from time to time, the interest payable on Swing Line Loans is solely for the account of NationsBankBank of America, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) this Article II (except as Bank of America and 2.4 the applicable Company may otherwise agree in connection with respect to interest on Base Rate Loansany particular Swing Line Loan). The Swing Line Outstandings Loans shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2Swing Line Note.
(c) Upon the making of a Swing Line LoanLoan in accordance with this Section 2.19 , each Lender Bank having a Revolving Commitment shall be deemed to have purchased from NationsBank Bank of America a Swing Line Participation therein in an amount equal to that Lender's Applicable Commitment Percentage Bank’s Pro Rata Share of such Swing Line Loan. For purposes of Section 2.1(a) , each Swing Line Loan shall be deemed to utilize the Revolving Commitment of each Bank by an amount equal to its Pro Rata Share of such Loan. Upon demand made by NationsBankBank of America, each Lender Bank having a Revolving Commitment shall, according to its Applicable Commitment Percentage Pro Rata Share of such Swing Line Loan, promptly provide to NationsBank Bank of America its purchase price therefor in an amount equal to its Participation thereinSwing Line Participation. Any Advance such payment made by a Lender Bank pursuant to demand of NationsBank Bank of America of the purchase price of its Swing Line Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 2.1(a) until the Borrower Converts Companies convert such Base Rate Loan in accordance with the terms of Section 2.82.4 , and (ii) in all other cases, the funding by each Lender Bank of the purchase price of its Swing Line Participation in such Swing Line Loan. The obligation of each Lender Bank having a Revolving Commitment to so provide its purchase price to NationsBank Bank of America shall be absolute and unconditional and shall not be affected by the occurrence of an a Default or Event of Default or any other occurrence or event. Upon (and only upon) receipt by Bank of America of funds from the Companies in repayment of principal of or interest on Swing Line Loans with respect to which any Bank has funded the purchase of its participation in accordance with clause (ii) of the fourth sentence of this Section 2.19(c) , Bank of America will promptly pay over to the Agent (in the kind of funds so received or applied) for the account of each such Bank (other than Bank of America) in accordance with their Pro Rata Shares the aggregate amount of such payment as shall equal the aggregate amount of the Pro Rata Shares of such payment of each such Bank (other than Bank of America). The BorrowerCompanies, at its their option and subject to the terms hereof, may request an Advance a Revolving Borrowing pursuant to Section 2.1 2.1(a) in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance Borrowing to NationsBank Bank of America the amount necessary to repay such Swing Line Outstandings (which NationsBank Bank of America shall then apply to such repayment) and credit any balance of the Advance such Borrowing in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such AdvancesCompanies. The Swing Line shall continue in effect until the Termination Date (or such earlier date as the Revolving Credit Termination DateCommitments of all Banks shall have terminated in accordance with the terms hereof), at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
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Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings Out standings exceed $15,000,000, 15,000,000 or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans. The Company may borrow, repay and reborrow under this Section 2.13. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 500,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election use of either the Base Rate or the Adjusted Federal Funds Rate with respect to proceeds of such borrowing, Swing Line Loan and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-215,000,000.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance such provision made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price such amount to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence occurrence, event or eventcircumstance whatsoever, including without limitation non-compliance with the restrictions set forth in Section 2.1(b) and shall be made without any offset, abatement, withholding or reduction whatsoever. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
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Sources: Credit Agreement (Unicapital Corp)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility Commitments in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenderseach Bank, NationsBank shall make available Swing Line Loans in Dollars to each of the Companies, jointly and severally, from the Effective Date to the Borrower prior to Termination Date (or such earlier date as the Revolving Credit Termination DateCommitments of all Banks shall have terminated in accordance with the terms hereof). NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Companies are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings would exceed $15,000,00025,000,000, or (iii) if after giving effect to such Swing Line Loan, to the sum actual knowledge of NationsBank the Swing Line Outstandings, Dollar Equivalent Amount of Revolving Credit Loan Outstandings and Letter of Credit Outstandings exceeds would exceed the Total aggregate Revolving Credit CommitmentCommitments. The Company Companies may borrow, repay and reborrow under this Section 2.132.19. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan100,000, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower a Responsible Officer made to NationsBank not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Swing Line Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2L, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower any Company instructs NationsBank to debit any demand deposit account of the Borrower such Company in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, interest at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or at such other rate or rates as the Adjusted Federal Funds Rate for such Swing Line Loanapplicable Company and NationsBank may agree from time to time, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 this Article II with respect to interest on Base Rate LoansLoans (except as NationsBank and the applicable Company may otherwise agree in connection with any particular Swing Line Loan). The Swing Line Outstandings Loans shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2Swing Line Note.
(c) Upon the making of a Swing Line LoanLoan in accordance with this Section 2.19, each Lender Bank shall be deemed to have purchased from NationsBank a Swing Line Participation therein in an amount equal to that LenderBank's Applicable Commitment Percentage Pro Rata Share of such Swing Line Loan. For purposes of Section 2.1(a), each Swing Line Loan shall be deemed to utilize the Revolving Commitment of each Bank by an amount equal to its Pro Rata Share of such Loan. Upon demand made by NationsBank, each Lender Bank shall, according to its Applicable Commitment Percentage Pro Rata Share of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Swing Line Participation thereinand, upon any such demand by NationsBank, such Swing Line Loan shall without further action be converted to a Base Rate Loan. Any Advance such payment made by a Lender Bank pursuant to demand of NationsBank of the purchase price of its Swing Line Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 2.1(a) until the Borrower Converts Companies convert such Base Rate Loan in accordance with the terms of Section 2.82.4, and (ii) in all other cases, the funding by each Lender Bank of the purchase price of its Swing Line Participation in such Swing Line Loan. The obligation of each Lender Bank to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an a Default or Event of Default or any other occurrence or event. Upon (and only upon) receipt by NationsBank of funds from the Companies in repayment of principal of or interest on Swing Line Loans with respect to which any Bank has funded the purchase of its participation in accordance with clause (ii) of the fourth sentence of Section 2.19(c), NationsBank will promptly pay over to the Agent (in the kind of funds so received or applied) for the account of each such Bank (other than NationsBank) in accordance with their Pro Rata Shares the aggregate amount of such payment as shall equal the aggregate amount of the Pro Rata Shares of such payment of each such Bank (other than NationsBank). The BorrowerCompanies, at its their option and subject to the terms hereof, may request an Advance a Revolving Borrowing pursuant to and of a denomination permitted under Section 2.1 2.1(a) in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance Borrowing to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance such Borrowing in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such AdvancesCompanies. The Swing Line shall continue in effect until the Termination Date (or such earlier date as the Revolving Credit Termination DateCommitments of all Banks shall have terminated in accordance with the terms hereof), at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,0002,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. The Company may may, subject to the conditions set forth in the preceding sentence, borrow, repay and reborrow under this Section 2.13. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 10,000 or, if greater, in amounts which are integral multiples of $10,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank. Swing Line Loans shall bear interest solely at the Base Rate. Upon the occurrence of an Event of Default Swing Line Loans shall accrue interest at the Default Rate, and all accrued and unpaid interest on Swing Line Loans shall be payable payable, on the dates and in the manner provided in Sections 2.2(b) and 2.4 2.2 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall when made be deemed to be (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.82.1, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00025,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the principal amount of Swing Line Outstandings, Revolving Credit Outstandings and Outstandings, Letter of Credit Outstandings and Reserve Amount exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans. The Company may borrow, repay and reborrow under this Section 2.133.13. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 500,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b3.2(b) and 2.4 3.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-23.5.
(c) Upon the making of a Swing Line Loan, each Lender with a Revolving Credit Commitment shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 3.1 until the Borrower Converts converts such Base Rate Loan in accordance with the terms of Section 2.83.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of a Default or an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 3.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii3.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement ---------- to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower BREED in Dollars prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Borrowers are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00020,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the principal amount of Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. The Company Swing Line Loans shall be limited to Base Rate Loans. BREED may borrow, repay and reborrow under this Section 2.133.14. Unless notified to the contrary by NationsBank, borrowings Borrowings under the Swing Line shall be made in the ------------ minimum amount of $100,000 500,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 2:00 P.M. on the Business Day of the requested borrowing. If such Borrowing Notice is received by 2:00 P.M. on any Business Day, the amount of the Swing Line Loan requested will be made available to the Borrower by a credit to the Borrower's Account or as otherwise specified by the Borrower at or prior to 5:00 P.M. on such Business Day. If such Borrowing Notice is received later than 2:00 P.M. on any Business Day, the amount of the Swing Line Loan requested will be so made available to the Borrower by 12:00 noon on the next succeeding Business Day. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate ----------- insertions. Unless notified to the contrary by NationsBank, each Each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan be in Dollars and shall bear interest at the Base Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b3.2(b) and 2.4 3.4 with ----------------------- respect to interest on Base Rate Loans. Amounts not paid when due shall bear interest at the Default Rate. The Swing Line Outstandings shall be evidenced by a Swing Line Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2NationsBank.
(c) Upon the making of a Swing Line Loan, each Lender with a Revolving Credit Commitment shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 3.1 until the Borrower BREED Converts ----------- such Base Rate Loan in accordance with the terms of Section 2.83.8, and (ii) in all other ----------- cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of a Default or an Event of Default or any other occurrence or event. The BorrowerBREED, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 3.1 in an amount sufficient to repay Swing Line ----------- Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii3.1(c)(ii). The proceeds of such Advances ------------------ shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this ---------- Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if if, to the actual knowledge of NationsBank NationsBank, the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00020,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Outstanding Credit Outstandings and Letter of Credit Outstandings exceeds Obligations exceed the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Loans bearing interest at the Adjusted CD Rate. The Company Borrower may borrow, repay and reborrow under this Section 2.132.15. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 500,000 or, if greater, in amounts which are integral multiples of $10,00050,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the ----------- contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 50,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 2:00 P.M. Charlotte, North Carolina time on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Adjusted CD Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b2.01(b) and 2.4 2.03 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-22.07.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 2.01 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.82.09, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 2.01 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii2.01(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Accustaff Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00010,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. Swing Line Loans shall be limited to Base Rate Loans. The Company Borrower may borrow, repay and reborrow under this Section 2.132.14. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,00050,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an a minimum amount which is of $100,000 and an integral multiple of $10,000 50,000 in excess thereof or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-22.5(c).
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii2.1(d)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, if and when there shall be more than one Lender under this Agreement, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall may make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,0005,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit CommitmentCommitment or (iv) if the number of Lenders is less than two. Swing Line Loans shall be limited to Base Rate Loans. The Company Borrower may borrow, repay and reborrow under this Section 2.132.14. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 or, if greater, in amounts which are integral multiples of $10,00050,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile 40 transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an a minimum amount which is of $100,000 and an integral multiple of $10,000 50,000 in excess thereof or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-22.5(c).
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii2.1(d)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank Bank of America shall make available Swing Line Loans to the Borrower prior to the Revolving Credit Termination Date. NationsBank Bank of America shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank Bank of America the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00010,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment. The Company may Borrower may, subject to the conditions set forth in the preceding sentence, borrow, repay and reborrow under this Section 2.13SECTION 2.4. Unless notified to the contrary by NationsBankBank of America, borrowings under the Swing Line shall be made in the minimum amount of $100,000 1,000,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank Bank of America not later than 3:00 P.M. 12:00 noon on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit EXHIBIT D-2, with appropriate insertions. Unless notified to the contrary by NationsBankBank of America, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBankBank of America. Swing Line Loans shall bear interest solely at the Base Rate or, and all if applicable, the Default Rate. All accrued and unpaid interest on Swing Line Loans shall be payable payable, on the dates and in the manner provided in Sections 2.2(b) and 2.4 SECTION 4.3 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank Bank of America a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBankBank of America, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank Bank of America its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank Bank of America of the purchase price of its Participation shall when made be deemed to be (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.8SECTION 2.1, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank Bank of America shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section SECTION 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank Bank of America the amount necessary to repay such Swing Line Outstandings (which NationsBank Bank of America shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section SECTION 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.Bank of
Appears in 1 contract
Sources: Credit Agreement (Gencorp Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans to the Borrower from the Closing Date and prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00025,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Outstandings, Letter of Credit Outstandings and outstanding Competitive Bid Loans exceeds the Total Revolving Credit Commitment. The Company may borrow, repay and reborrow under this Section 2.132.14. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 1,000,000 or, if greater, in amounts which are integral multiples of $10,000100,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 100,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 12:30 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, interest at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or at such other rate or rates as the Adjusted Federal Funds Rate for such Swing Line LoanBorrower and NationsBank may agree from time to time, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b) and 2.4 2.3 with respect to interest on Base Rate LoansLoans (except as NationsBank and the Borrower may otherwise agree in connection with any particular Swing Line Loan). The Swing Line Outstandings Loans shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2Swing Line Note.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation thereintherein and, upon any such demand by NationsBank, such Swing Line Loan shall without further action be converted to a Base Rate Loan. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 until the Borrower Converts converts such Base Rate Loan in accordance with the terms of Section 2.82.9, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to and of a denomination permitted under Section 2.1 in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Sources: Credit Agreement (Medpartners Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Revolving Credit 5 Year Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Lenders, NationsBank shall make available Swing Line Loans in Dollars to the Borrower prior to the Revolving Credit 5 Year Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if if, to the actual knowledge of NationsBank NationsBank, the Borrower is not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings exceed $15,000,00020,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of Outstanding 5 Year Obligations exceed the Total 5 Year Commitment. Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings exceeds Loans shall be limited to Loans bearing interest at the Total Revolving Credit CommitmentAdjusted CD Rate. The Company Borrower may borrow, repay and reborrow under this Section 2.132.15. Unless notified to the contrary by NationsBank, borrowings under the Swing Line shall be made in the minimum amount of $100,000 500,000 or, if greater, in amounts which are integral multiples of $10,00050,000, or in the amount necessary to effect a Base Rate Refunding Loan, upon written request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower made to NationsBank not later than 3:00 12:30 P.M. on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, borrowing and the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $10,000 50,000 or the aggregate amount of all Swing Line Outstandings. If the Borrower instructs NationsBank to debit any demand deposit account of the Borrower in the amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repayment, after 3:00 2:00 P.M. on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Adjusted CD Rate. The , the interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid interest on Swing Line Loans shall be payable on the dates and in the manner provided in Sections 2.2(b2.01(c) and 2.4 2.03 with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a the Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-22.07(d).
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein in an amount equal to that Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation shall be deemed (i) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Loan under Section 2.1 2.01(b) until the Borrower Converts such Base Rate Loan in accordance with the terms of Section 2.82.09, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line Loan. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, at its option and subject to the terms hereof, may request an Advance pursuant to Section 2.1 2.01(b) in an amount sufficient to repay Swing Line Outstandings on any date and the Administrative Agent shall provide from the proceeds of such Advance to NationsBank the amount necessary to repay such Swing Line Outstandings (which NationsBank shall then apply to such repayment) and credit any balance of the Advance in immediately available funds in the manner directed by the Borrower pursuant to Section 2.1(c)(ii2.01(d)(ii). The proceeds of such Advances shall be paid to NationsBank for application to the Swing Line Outstandings and the Lenders shall then be deemed to have made Loans in the amount of such Advances. The Swing Line shall continue in effect until the Revolving Credit Termination Date, at which time all Swing Line Outstandings and accrued interest thereon shall be due and payable in full.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Modis Professional Services Inc)
Swing Line. (a) Notwithstanding any other provision of this Agreement to the contrary, in order to administer the Domestic Revolving Credit Facility in an efficient manner and to minimize the transfer of funds between the Administrative Agent and the Multicurrency Facilities Lenders, NationsBank shall make available Swing Line Loans to the Borrower TDC in Dollars prior to the Revolving Credit Termination Date. NationsBank shall not be obligated to make any Swing Line Loan pursuant hereto (i) if to the actual knowledge of NationsBank the Borrower is Borrowers are not in compliance with all the conditions to the making of Revolving Loans set forth in this Agreement, (ii) if after giving effect to such Swing Line Loan, the Swing Line Outstandings Loans outstanding exceed $15,000,00025,000,000, or (iii) if after giving effect to such Swing Line Loan, the sum of the Swing Line Outstandings, Revolving Credit Outstandings and Letter of Credit Outstandings Total Domestic Utilization exceeds the Total Domestic Revolving Credit Commitment. The Company Loans made pursuant to this Section 2.15 shall be limited to Floating CD Loans.
(i) TDC may borrow, repay and reborrow under this Section 2.132.15. Unless notified to the contrary by NationsBank, borrowings Borrowings under the Swing Line shall may be made in the minimum amount amounts of $100,000 or, if greater, in amounts which are integral 250,000 and multiples of $10,000, or 250,000 in the amount necessary to effect a Base Rate Refunding Loanexcess thereof, upon written telephonic (confirmed in writing) or telefacsimile request by telefacsimile transmission, effective upon receipt, by an Authorized Representative of the Borrower TDC made to NationsBank not later than 3:00 P.M. 12:00 noon Charlotte, North Carolina time on the Business Day of the requested borrowing. Each such Borrowing Notice shall specify the amount of the borrowing, the date of borrowing, and the election of either the Base Rate or the Adjusted Federal Funds Rate with respect to such borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions. Unless notified to the contrary by NationsBank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple multiples of $10,000 or the aggregate 250,000 with a minimum amount of all Swing Line Outstandings. $250,000.
(ii) If the Borrower TDC instructs NationsBank to debit any its demand deposit account of the Borrower in the an amount of any payment with respect to a Swing Line Loan, or NationsBank otherwise receives repaymentrepayment after 2:00 P.M. Charlotte, after 3:00 P.M. North Carolina time, on a Business Day, such payment shall be deemed received on the next Business Day.
(b) Swing Line Loans . TDC shall bear interest, at the Borrower's option, at either (i) the Base Rate, or (ii) the Adjusted Federal Funds Rate; provided, however, that if the Borrowing Notice received by the Administrative Agent with respect to a Swing Line Loan fails to designate either the Base Rate or the Adjusted Federal Funds Rate for such Swing Line Loan, such Swing Line Loan shall bear interest at the Base Rate. The interest payable on Swing Line Loans is solely for the account of NationsBank, and all accrued and unpaid pay interest on Swing Line Loans quarterly on the last Business Day of each quarter, commencing October 31, 1997 and continuing on the last day of each January, April, July and October thereafter. Interest shall be payable calculated on the dates basis of a year of 360 days and in calculated for the manner provided in Sections 2.2(bactual number of days elapsed.
(iii) The Multicurrency Facilities Borrowers and 2.4 each Multicurrency Facilities Lender which is or may become a party hereto acknowledge that all Swing Line Loans are to be made solely by NationsBank to TDC but that such Multicurrency Facilities Lender shall share the risk of loss with respect to interest on Base Rate Loans. The Swing Line Outstandings shall be evidenced by a Note delivered to NationsBank pursuant to this Section 2.13(b) on the Closing Date in the original principal amount of $15,000,000 and substantially in the form of Exhibit F-2.
(c) Upon the making of a Swing Line Loan, each Lender shall be deemed to have purchased from NationsBank a Participation therein such Loans in an amount equal to that such Lender's Applicable Commitment Percentage of such Swing Line Loan. Upon demand made by NationsBank, each Lender shall, according to its Applicable Commitment Percentage of such Swing Line Loan, each Multicurrency Facilities Lender shall promptly provide to NationsBank its purchase price therefor in an amount equal to its Participation therein. Any Advance made by a Lender pursuant to demand of NationsBank of the purchase price of its Participation , in which case such Swing Line Loan shall be deemed from and after such date (ito the extent TDC has not Converted such loan pursuant to Section 2.09) provided that the conditions to making Revolving Loans shall be satisfied, a Base Rate Refunding Syndicated Loan under Section 2.1 until the Borrower Converts such Base Rate Loan made in accordance with the terms of Section 2.8, and (ii) in all other cases, the funding by each Lender of the purchase price of its Participation in such Swing Line LoanAgreement. The obligation of each Lender to so provide its purchase price to NationsBank shall be absolute and unconditional and shall not be affected by the occurrence of an Event of Default or any other occurrence or event. The Borrower, .
(iv) TDC at its option and subject to the terms hereof, may request an Advance as a Domestic Revolving Loan pursuant to Section 2.1 2.01 in an amount sufficient to repay any or all Swing Line Outstandings Loans on any date (subject to three (3) Business Days prior notice in the case of Eurodollar Loans or (5) Business Days prior notice in the case of Loans in an Alternative Currency) and the Administrative Agent shall provide from upon the proceeds receipt of such Advance Advance, provide to NationsBank the amount necessary to repay such Swing Line Outstandings Loan or Loans (which NationsBank shall then apply to such repayment) and credit any balance of the Advance Domestic Revolving Loan in immediately available funds in to an account of TDC at the manner Principal Office or as otherwise directed by the Borrower pursuant to Section 2.1(c)(ii)TDC. The proceeds of such Advances shall be paid to NationsBank for application to the outstanding Swing Line Outstandings Loans and the Multicurrency Facilities Lenders shall then be deemed to have made Domestic Revolving Loans in the amount of such Advances. The obligation of NationsBank to fund the Swing Line shall continue in effect until cease upon the earliest of (i) the occurrence of a Default or Event of Default, or (ii) the Revolving Credit Termination Date, at which time all or (iii) the date of resignation by NationsBank as Agent; provided that when a Default is no longer continuing NationsBank shall be obligated to provide Swing Line Outstandings and accrued interest thereon shall be due and payable in fullLoans unless payment of the Obligations has been accelerated.
Appears in 1 contract
Sources: Revolving Credit and Reimbursement Agreement (Tech Data Corp)