364 Day Facility. The Borrower agrees to pay to the Administrative Agent, for the account of the Lenders, a non-refundable facility fee (the "364 DAY FACILITY FEE") at a rate per annum equal to the Applicable Percentage for Facility Fee for the 364 Day Facility on the average daily amount of the aggregate 364 Day Facility Commitment during the applicable period, regardless of usage. The 364 Day Facility Fee shall apply to the period commencing on the Closing Date and ending 36 on the termination of the 364 Day Facility Commitment and shall be payable in arrears on the last Business Day of each calendar quarter for the immediately preceding calendar quarter (or portion thereof), beginning with the first such date to occur after the Closing Date. Such 364 Day Facility Fee shall be distributed by the Administrative Agent to the Lenders PRO RATA in accordance with the Lenders' respective 364 Day Facility Commitment Percentages.
364 Day Facility. (a) Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Advances to the Borrower, from time to time from the Closing Date until the 364 Day Termination Date on a pro rata basis as to the total borrowing requested by the Borrower under the 364 Day Facility on any day determined by its Applicable Commitment Percentage up to but not exceeding the 364 Day Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent, in accordance with the terms of this Agreement, has accelerated the maturity of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each Advance, the principal amount of Outstanding 364 Day Obligations shall not exceed the Total 364 Day Commitment. Within such limits, the Borrower may borrow, repay and reborrow hereunder, on a Business Day from the Closing Date until, but (as to borrowings and reborrowings) not including, the 364 Day Termination Date; provided, however, that (x) no Eurodollar Loan shall be made which has an Interest Period that extends beyond the 364 Day Termination Date and (y) each Eurodollar Loan may, subject to the provisions of Section 2.08, be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by the additional payment, if any, required by Section 3.05.
364 Day Facility. Each Lender severally agrees, on the terms and conditions of this Agreement, to make loans to the Company in Dollars during the period from and including the Closing Date to but not including the 364-Day Facility Revolving Credit Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the 364-Day Facility Revolving Credit Commitment of such Lender as in effect from time to time (such Loans being herein called "364-DAY FACILITY REVOLVING CREDIT LOANS"); PROVIDED THAT (i) the 364-Day Facility Revolving Credit Loans outstanding shall not exceed $105,000,000 prior to the consummation of the Second Acquisition and satisfaction of the Second Acquisition Conditions Precedent; and (ii) in no event shall the 364-Day Facility Revolving Credit Loans at any time outstanding exceed the aggregate amount of the 364-Day Facility Revolving Credit Commitments as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period the Company may borrow, repay and reborrow the amount of the 364-Day Facility Revolving Credit Commitments by means of Prime Rate Loans and LIBOR Loans and may Convert 364-Day Facility Revolving Credit Loans of one Type into 364-Day Facility Revolving Credit Loans of another Type (as provided in Section 2.8 hereof).
364 Day Facility. (a) Any Event of Default (as defined in the 364 Day Facility) has occurred and is continuing.
364 Day Facility. The Borrower shall have entered into the 364 Day Facility and the conditions to closing thereunder shall have been satisfied; and
364 Day Facility. 3. The Assignee (i) represents and warrants that it is legally authorized to enter into this Assignment and Acceptance; (ii) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements referred to in Section 4.07 thereof, or if later, the most recent financial statements delivered pursuant to Section 5.01 thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis; (iii) agrees that it will independently and without reliance upon the Administrative Agent, the Assignor or any other Lender and based on such other documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement; (iv) appoints and authorizes the Administrative Agent to take such action as such agent on its behalf and to exercise such powers as are reasonably incidental thereto; (v) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender; (vi) confirms that it is an Eligible Assignee; (vii) if the Assignee is organized under the laws of a jurisdiction outside the United States, attaches the forms prescribed by the Internal Revenue Services of the United States certifying as to the Assignee's exemption from United States withholding taxes with respect to all payments to be made to the Assignee under the Credit Agreement or such other documents as are necessary to indicate that all such payments are subject to such tax at a rate by an applicable tax treaty, and (viii) has supplied the information requested on the administrative questionnaire provided by the Administrative Agent.
364 Day Facility. Subject to the terms and conditions hereof, each 364 Day Bank severally agrees to make revolving credit loans under the 364 Day Facility in either Dollars or one or more Optional Currencies (the "364 Day Loans") to the Borrowers on a joint and several basis from time to time during the 364 Day Commitment Period in an aggregate principal amount at any one time outstanding not to exceed the amount of such Bank's 364 Day Commitment; provided, that (i) after giving effect to each such 364 Day Loan the aggregate Dollar Equivalent amount of 364 Day Loans from such Bank shall not exceed such Bank's 364 Day Commitment, and (ii) no 364 Day Loan to which the Base Rate applies shall be made in an Optional Currency. The 364 Day Commitments may be terminated or reduced from time to time pursuant to Section 2.14. Within the foregoing limits, the Borrowers may during such Commitment Period borrow, repay and reborrow under the 364 Day Commitments, subject to and in accordance with the terms and limitations hereof.
364 Day Facility. 2.1 364-DAY FACILITY LOAN. On the terms and conditions set forth in this Credit Agreement, and so long as no Event of Default or Potential Default has occurred (or if an Event of Default has occurred, it has been waived in writing by the Administrative Agent), each of the Syndication Parties severally agrees, to make Advances under the 364-Day Facility from time to time during the 364-Day Facility Availability Period, subject to the following:
364 Day Facility. 2.1 364-Day Facility Loan. On the terms and conditions set forth in this Credit Agreement, and so long as no Event of Default or Potential Default has occurred (or if a Potential Default or an Event of Default has occurred, it has been waived in writing by the Administrative Agent pursuant to the provisions of Section 16.10 hereof), each of the Syndication Parties severally agrees to advance funds under the 364-Day Facility (each a "364-DAY ADVANCE") upon receipt of a 364-Day Funding Notice from time to time during the 364-Day Facility Availability Period, subject to the following limits:
364 Day Facility. Subject to the terms and conditions of this Agreement, the Lender agrees to make Advances to the Borrowers under the 364 Day Facility, from time to time from the Closing Date until the 364 Day Termination Date up to but not exceeding the 364 Day Commitment, PROVIDED, however, that the Lenders will not be required and shall have no obligation to make any Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Lender has accelerated the maturity of the 364 Day Note as a result of an Event of Default; PROVIDED further, however, that immediately after giving effect to each Advance, the principal amount of Outstanding 364 Day Obligations shall not exceed the Total 364 Day Commitment. Within such limits, the Borrower may borrow, repay and reborrow hereunder, on a Business Day from the date of Amendment No. 1 until, but (as to borrowings and reborrowings) not including, the 364 Day Termination Date; PROVIDED, however, that (x) no Eurodollar Loan shall be made which has an Interest Period that extends beyond the 364 Day Termination Date and (y) each Eurodollar Loan may, subject to the
