Common use of Additional Alternative Currencies Clause in Contracts

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time), five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.

Appears in 8 contracts

Samples: Credit Agreement (Applovin Corp), Credit Agreement (Applovin Corp), Credit Agreement (Applovin Corp)

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Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit each Alternative Currency L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Credit Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each Alternative Currency L/C Issuer thereof. Each applicable Alternative Currency Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit each Alternative Currency L/C Issuer (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Credit Lender or any applicable Letter of Credit an Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Lender or such Letter of Credit Alternative Currency L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Alternative Currency Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Alternative Currency Revolving Credit Loans that are LIBOR Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit each Alternative Currency L/C Issuer consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Administrative Agent shall promptly so notify the Borrower.

Appears in 4 contracts

Samples: Credit Agreement (Avaya Inc), Credit Agreement (Avaya Inc), Credit Agreement (Avaya Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, AC Swing Line Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; with respect to the making of AC Swing Line Loans, such request shall be subject to the approval of the Administrative Agent and the Swing Line Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to (x) Letters of Credit, the applicable Letter of Credit IssuerL/C Issuer and (y) A/C Swing Line Loan, the Swing Line Lender, in each case, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR (x) Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; (y) AC Swing Line Loans, the Administrative Agent shall promptly notify the Swing Line Lender thereof; and in the case of any such request pertaining to (z) Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans), the Swing Line Lender (in the case of any such request pertaining to AC Swing Line Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, AC Swing Line Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender, the Swing Line Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender, the Swing Line Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Eurocurrency Rate Loans; if the Administrative Agent and the Swing Line Lender consent to the making of AC Swing Line Loans that are LIBOR Loansin such requested currency, the Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any AC Swing Line Loan; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 3 contracts

Samples: Credit Agreement (Parexel International Corp), Credit Agreement (Parexel International Corp), Credit Agreement (Parexel International Corp)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Alternative Currency Lenders, the Mexican Peso Lenders or the Supplemental Lenders depending on the Tranche under which Borrowings in such currency are to be made (the “Authorizing Lenders”); and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other later time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Authorizing Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Authorizing Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Authorizing Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Authorizing Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Authorizing Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company, and Borrowings of Eurocurrency Rate Loans in such currency under the applicable Tranche shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loanspermitted hereunder; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and issuances of Letters of Credit in such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancespermitted hereunder. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the BorrowerCompany and Credit Extensions in such requested additional currency shall not be permitted hereunder.

Appears in 3 contracts

Samples: Credit Agreement (Host Hotels & Resorts L.P.), Credit Agreement (Host Hotels & Resorts L.P.), Credit Agreement (Host Hotels & Resorts, Inc.)

Additional Alternative Currencies. (a) The Borrower GWI may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility and/or that Applicable Offered Rate Loans be made in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request, such request shall be subject to the approval of the Administrative Agent and the Issuing Lender; and in the case of any such request with respect to the making of LIBOR Applicable Offered Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of Applicable Lenders providing such Applicable Offered Rate Loans (or any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerapplicable commitments therefor). (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) five Business Days prior to the date of the desired Letter of Credit Borrowing or date of borrowing of Loans, as applicable, (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Applicable Offered Rate Loans, the Administrative Agent shall promptly notify each Applicable Lender providing such Applicable Offered Rate Loans (or any applicable Lender commitments therefor) thereof; and in the case of any such request pertaining to Letters of Creditrequest, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Applicable Lender (in the case of any such request pertaining to Revolving Credit Applicable Offered Rate Loans that are LIBOR Loans(or any applicable commitments therefor)) or and the applicable Letter of Credit Issuer Issuing Lender (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Applicable Offered Rate Loans or the issuance of Letters of Credit, as the case may be, Credit in such requested currency. (c) Any failure by any applicable an Applicable Lender or any applicable Letter of Credit Issuerthe Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph clause shall be deemed to be a refusal by such Applicable Lender or such Letter of Credit Issuer, as the case may be, Issuing Lender to permit Revolving Credit Applicable Offered Rate Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Applicable Lenders consent to making Revolving Credit Applicable Offered Rate Loans that are LIBOR Loans (or any applicable commitments therefor) in such requested currency, the Administrative Agent shall so notify the Borrower GWI and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing applicable borrowings of Revolving Credit Loans that are LIBOR Applicable Offered Rate Loans; and if the Administrative Agent and such Letter of Credit Issuer the Issuing Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower GWI and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14§1.6, the Administrative Agent shall promptly so notify the BorrowerGWI.

Appears in 3 contracts

Samples: Senior Secured Syndicated Facility Agreement (Genesee & Wyoming Inc), Senior Secured Syndicated Facility Agreement (Genesee & Wyoming Inc), Senior Secured Syndicated Facility Agreement (Genesee & Wyoming Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Eurodollar Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. .” In the case of any such request with respect to the making of LIBOR Eurodollar Revolving Loans, such request shall be subject to the approval of the First Lien Administrative Agent and all of the Revolving Credit Lenders; and in . In the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the First Lien Administrative Agent Agent, the applicable Issuing Bank and each Letter all of Credit Issuerthe Revolving Lenders. (b) Any such request shall be made to the First Lien Administrative Agent not later than 11:00 a.m.a.m. (New York City time), ten (10) Business Days prior to the date of the desired borrowing Revolving Borrowing or issuance of Letters of Credit (or such other time or date as may be agreed to by the First Lien Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuereach Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR Loans, the First Lien Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in . In the case of any such request pertaining to Letters of Credit, the First Lien Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer each Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the First Lien Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five two (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in after its sole discretion) after receipt of such request as to whether it consents, in its sole discretion, to the making of Eurodollar Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of clause (b) above shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Eurodollar Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the First Lien Administrative Agent and all applicable the Revolving Lenders consent to making Eurodollar Revolving Credit Loans that are LIBOR Loans in such requested currency, the First Lien Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Eurodollar Revolving Credit Loans that are LIBOR Loans; and if . If the First Lien Administrative Agent and such Letter of Credit Issuer each Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the First Lien Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the First Lien Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the First Lien Administrative Agent shall promptly so notify the Borrower.

Appears in 3 contracts

Samples: Credit Agreement (LivaNova PLC), Credit Agreement (Sotera Health Co), Credit Agreement (Sotera Health Topco, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Alternative Currency Revolving Credit Loans that are LIBOR Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars and those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.1:00 p.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Event (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Alternative Currency Revolving Lender (in the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 1:00 p.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request (or such earlier date as may be specified by the Administrative Agent) whether it consents, in its sole discretion, to the making of Alternative Currency Revolving Credit Loans that are LIBOR Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Alternative Currency Revolving Credit Loans that are LIBOR Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Alternative Currency Revolving Lenders consent to making Alternative Currency Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Alternative Currency Revolving Loans; and if the Administrative Agent and the applicable Issuing Bank consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 3 contracts

Samples: Credit Agreement (Dole PLC), Credit Agreement (Dole PLC), Credit Agreement (Dole Food Co Inc)

Additional Alternative Currencies. (a) The Lead Borrower may from time to time request that Revolving Credit Loans that are LIBOR constituting Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; Currencies”; provided that such requested currency is a lawful currency (other than U.S. Dollars) that is readily available and freely transferable and convertible into U.S. Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving each Lender that would be obligated to make Credit Lenders; Extensions denominated in such requested currency; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter the Issuing Bank that has been requested to issue such Letters of Credit IssuerCredit. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank(s), in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereofIssuing Bank(s). Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit Issuer Issuing Bank(s) (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any the applicable Letter of Credit IssuerIssuing Bank(s), as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe applicable Issuing Bank(s), as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Lead Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Loans; Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Bank(s) consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Lead Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain the requisite consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the Lead Borrower.

Appears in 3 contracts

Samples: Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the U.S. Revolving Credit Facility and/or the Canadian Revolving Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of the U.S. Administrative Agent and the U.S. Revolving Credit Lenders, in the case of the U.S. Revolving Facility, or the Canadian Administrative Agent and the Canadian Revolving Lenders, in the case of the Canadian Revolving Facility; and in the case of any such request with respect to the issuance of Letters of Credit under thethe U.S. Revolving Facility or Canadian Revolving Facility, such request shall be subject to the approval of the applicable Administrative Agent and each Letter of Credit Issuer. (b) Any such request shall be made to the applicable Administrative Agent not later than 11:00 a.m., ten (10) twenty Business Days prior to the date of the desired borrowing (or such other time or date as may be agreed by the applicable Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the applicable Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the applicable Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the applicable Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the applicable Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph shall be deemed to be a refusal by such Lender or such the Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the applicable Administrative Agent and all applicable Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the U.S. Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the applicable Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the applicable Administrative Agent shall so notify the U.S. Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the an Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the such Administrative Agent shall promptly so notify the U.S. Parent Borrower.

Appears in 3 contracts

Samples: Abl Credit Agreement (Univar Inc.), Abl Credit Agreement (Univar Inc.), Abl Credit Agreement (Univar Inc.)

Additional Alternative Currencies. (a) The Borrower Parent may from time to time request that Eurocurrency Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and readily convertible into DollarsDollars in the London interbank market. In the case of any such request with respect to the making of LIBOR Loans, such Such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Facility Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall also be subject to the approval of the Administrative Agent and each Letter of Credit Issuerapplicable Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York time), ten fifteen (1015) Business Days prior to the date of the desired borrowing Borrowing or issuance of a Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Revolving Facility Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall also promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Facility Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or and the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Facility Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Facility Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Eurocurrency Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Eurocurrency Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Parent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowing of Eurocurrency Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer applicable Issuing Banks also consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the applicable Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.10, the Administrative Agent shall promptly so notify the applicable Borrower.

Appears in 3 contracts

Samples: Credit Agreement (Adient PLC), Credit Agreement (Johnson Controls Inc), Credit Agreement (Adient LTD)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Alternative Currency Revolving Credit Loans that are LIBOR Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars and those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.1:00 p.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Event (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Alternative Currency Revolving Lender (in the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 1:00 p.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Alternative Currency Revolving Credit Loans that are LIBOR Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Alternative Currency Revolving Credit Loans that are LIBOR Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Alternative Currency Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Alternative Currency Revolving Loans; and if the Administrative Agent and the applicable Issuing Bank consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 2 contracts

Samples: Credit Agreement (Dole Food Co Inc), Credit Agreement (Dole Food Co Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”dollars; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Loans, such Such request shall be subject to the approval of the Administrative Agent and Agent; and, in the case of any such request with respect to Revolving Credit LendersLoans, each Revolving Lender; and and, in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall also be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) applicable Issuing Banks. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Borrowing or issuance of a Letter of Credit (or such other time or date as may be reasonably agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each Revolving Lender of the interest rate applicable Lender thereofto such Eligible Currency and the minimum denominations applicable to partial prepayments (or assignments); and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Banks thereof. Each applicable Revolving Lender (in the case of any such a request pertaining to Revolving Credit Loans that are LIBOR Loans) or shall notify the Administrative Agent, not later than 11:00 a.m., ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Loans in such requested currency. Any failure by Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Revolving Loans to be issued in such requested currency. The applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) . Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, an Issuing Bank to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, Issuing Bank to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent (and, in the case of any request with respect to Revolving Loans, each Revolving Lender) consents to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and (A) the Administrative Agent and the Borrower may amend the definition of LIBO Rate for any currency for which there is no published LIBO Rate with respect thereto to the extent necessary to add the applicable LIBO Rate for such currency and (B) to the extent the definition of LIBO Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent applicable Issuing Bank also consents to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.12, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: Credit Agreement (EverCommerce Inc.), Credit Agreement (EverCommerce Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of "Alternative Currency”; ;" provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other earlier time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Multicurrency Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Revolving Credit Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Revolving Credit Lenders consent to making Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany, it being acknowledged and agreed that the Company shall be permitted to create a subtranche of the Multicurrency Revolving Credit Facility in respect of such currency pursuant to and in accordance with the last sentence of Section 2.01(b).

Appears in 2 contracts

Samples: Credit Agreement (Fidelity National Information Services, Inc.), Credit Agreement (Fidelity National Information Services, Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Alternative Currency Revolving Credit Loans that are LIBOR Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issueran Issuing Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Local Time, 20 Business Days prior to the date of the desired borrowing extension of credit (or such other time or date as may be agreed by the Administrative Agent andor, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Lender thereof; of any request pursuant to this Section 1.7 and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Alternative Currency Revolving Lender (in the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer Issuing Lender (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Local Time, ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Alternative Currency Revolving Credit Loans that are LIBOR Loans or the issuance of Alternative Currency Letters of CreditCredit , as the case may be, denominated in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Lender or any applicable Letter of Credit IssuerIssuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender or such Letter of Credit IssuerIssuing Lender, as the case may be, to permit Alternative Currency Revolving Credit Loans that are LIBOR Loans to be made or Alterative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Alternative Currency Revolving Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Revolving Loans; and if the Administrative Agent and an Issuing Lender consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such consenting Issuing Lender. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Davita Healthcare Partners Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time), five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: Credit Agreement (Applovin Corp), Credit Agreement (Applovin Corp)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other earlier time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Multicurrency Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Revolving Credit Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Revolving Credit Lenders consent to making Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany, it being acknowledged and agreed that the Company shall be permitted to create a subtranche of the Multicurrency Revolving Credit Facility in respect of such currency pursuant to and in accordance with the last sentence of Section 2.01(b).

Appears in 2 contracts

Samples: Credit Agreement (Fidelity National Information Services, Inc.), Amendment and Restatement Agreement (Fidelity National Information Services, Inc.)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time after the Closing Date request that Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Multicurrency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Multicurrency Revolving Credit Loans that are Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Multicurrency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request referenced in Section 1.06(a) shall be made to the Administrative Agent not later than 11:00 a.m., ten six (106) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date requested by the Company and as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Multicurrency Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Revolving Credit Lender thereof; and in the case of any such request pertaining to Multicurrency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Multicurrency Revolving Credit Lender (in the case of any such request pertaining to Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Multicurrency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., two (New York City time), five (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Multicurrency Revolving Credit Loans that are LIBOR Loans Eurocurrency Rate Loans, or the issuance of Multicurrency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Revolving Credit Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Multicurrency Revolving Credit Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Multicurrency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Revolving Credit Lenders consent to making Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Revolving Credit Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and the L/C Issuer consent to the issuance of Multicurrency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 2 contracts

Samples: Refinancing Amendment (Hologic Inc), Credit and Guaranty Agreement (Hologic Inc)

Additional Alternative Currencies. (a) The A Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters a Letter of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “an Additional Alternative Currency”; provided that such requested . A currency will only constitute an Additional Alternative Currency for the purposes of a Credit Event if (i) it is a lawful currency (other than Dollars) that is readily available in the amount required and freely transferable and convertible into Dollars. In the Base Currency in the Relevant Interbank Market on the date the Administrative Agent receives the relevant Notice of Borrowing or Letter of Credit Request (as applicable) and the date on which the Credit Event occurs, and (ii) it has been approved by the Administrative Agent (acting on the instructions of, in the case of any such request with respect to the making of a LIBOR LoansLoan, such request shall be subject to all the approval of the Administrative Agent and the Revolving Credit Lenders; Lenders and in the case of any such request with respect to the issuance of Letters a Letter of Credit under theCredit, such request shall be subject to all the approval of Lenders and the Administrative Agent and each Letter of Credit Issuer) on or prior to receipt by the Administrative Agent of the relevant Notice of Borrowing or Letter of Credit Request (as applicable) for that Credit Event. (b) Any such request for approval of an Additional Alternative Currency pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) five Business Days prior to the date of the desired borrowing proposed Credit Event (or such other time or date as may be agreed by the Administrative Agent). In the case of any such request pertaining to a LIBOR Loan, the Administrative Agent shall promptly notify each Lender thereof and, in the case of any such request pertaining to Letters the issuance of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable each Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to the issuance of Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) two Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency and the minimum amount (and, if required, integral multiples) for any subsequent Credit Event in that currency. (c) Any The failure by any applicable a Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request notice within the time period specified in the preceding paragraph clause (b) above shall be deemed to be a refusal by such Lender or such the Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such the requested currency. . (d) If the Administrative Agent and all applicable the Lenders and the Letters of Credit Issuers (as the case may be) consent to making Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit (as the case may be) in such the currency requested currencyby a Borrower, the Administrative Agent shall so promptly notify the relevant Borrower that the requested currency is acceptable and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Additional Alternative Currency hereunder for purposes of any Letter LIBOR Loans and Letters of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Credit. (e) The Administrative Agent shall promptly so notify the Borrowerrelevant Borrower and the Company (if different) if any Lender and (if applicable) the Letter of Credit Issuer does not approve the relevant currency requested.

Appears in 2 contracts

Samples: Secured Revolving Credit Agreement (NXP Semiconductors N.V.), Secured Revolving Credit Agreement (NXP Semiconductors N.V.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and make such other applicable adjustments for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if the Administrative Agent and such Letter of Credit the applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: Credit Agreement (Lowes Companies Inc), Credit Agreement (Lowes Companies Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans be made and/or Letters that a Letter of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters a relevant Letter of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the relevant L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit relevant L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable relevant Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters a Letter of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit relevant L/C Issuer thereof. Each applicable relevant Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit relevant L/C Issuer (in the case of a request pertaining to Letters a Letter of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five within ten (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans or the issuance of Letters such Letter of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable such Revolving Credit Lender or any applicable Letter of Credit L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph clause shall be deemed to be a refusal by such Revolving Credit Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans to be made or Letters such Letter of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the relevant Revolving Credit Lenders consent to making Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Eurocurrency Rate Revolving Credit Loans. If the Administrative Agent and such L/C Issuer consent to the issuance of such Letter of Credit issuancesin such requested currency, the Administrative Agent shall so notify the Borrower and such Letter of Credit may thereafter be issued in such requested currency and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder; provided that no other L/C Issuer shall be required to issue any Letter of Credit in such Alternative Currency unless it otherwise agrees in writing. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.13, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: Credit Agreement (Casa Systems Inc), Credit Agreement (M/a-Com Technology Solutions Holdings, Inc.)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR Loans to be made in an Alternative Currency be made and/or Fronted Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansLoans in such requested currency, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit affected Lenders; and in the case of any such request with respect to the issuance of Fronted Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe affected Fronting Banks. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or in the case of Fronted Letters of Credit, such other earlier time or date as may be agreed to by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerissuing Fronting Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loansto be made in Alternative Currencies, the Administrative Agent shall promptly notify each applicable affected Lender thereof; and in the case of any such request pertaining to Fronted Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer affected Fronting Banks thereof. Each applicable affected Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loansto be made in Alternative Currencies) or the applicable Letter of Credit Issuer issuing Fronting Bank (in the case of a request pertaining to Fronted Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuera Fronting Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph clause (b) shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerFronting Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Fronted Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the affected Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Loans in Alternative Currencies; and if the Administrative Agent and a Fronting Bank consent to the issuance of Fronted Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Fronted Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Parent Borrower.

Appears in 2 contracts

Samples: Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.)

Additional Alternative Currencies. (a) The Borrower Company or the relevant Subsidiary Borrower, as the case may be, may from time to time request that LIBOR Advances of Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansAdvances, such request shall be subject to the approval of the Administrative Agent and each of the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe relevant Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerrelevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to LIBOR Advances of Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer relevant Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to LIBOR Advances of Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer relevant Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of LIBOR Advances of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit IssuerIssuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit LIBOR Advances of Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making LIBOR Advances of Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the relevant Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing LIBOR Advances of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer the relevant Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the relevant Borrower.

Appears in 2 contracts

Samples: Multicurrency Revolving Credit Agreement (American Tower Corp /Ma/), Multicurrency Revolving Credit Agreement (American Tower Corp /Ma/)

Additional Alternative Currencies. (a) 1.5.1. The Borrower Foreign Borrowing Administrator, for and on behalf of the Foreign Borrowers, may from time to time request that Foreign Revolving Credit Loans be advanced, and the Domestic Borrowing Administrator, for and on behalf of the Domestic Borrowers, may from time to time request that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility issued, in a currency Currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency Currency is a lawful currency Currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Loans, Any such request shall be subject to the approval of the Administrative Agent Agent, the Required Lenders and the Revolving Credit Lenders; and in the case of any such request (with respect to the issuance of Letters of Credit under the, in such request shall be subject to a Currency) the approval LC Issuer of the Administrative Agent and each Letter requested Letters of Credit IssuerCredit. (b) 1.5.2. Any such request shall be made to the Administrative Agent not later than 11:00 a.m.A.M., ten twenty (1020) Business Days prior to the date of the desired borrowing (or such other shorter time or date as may be agreed by the Administrative Agent and, in and the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerRequired Lenders, in its or their sole reasonable discretion). In ) prior to the case date of any such request pertaining to the desired Foreign Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters or Letter of Credit, the as applicable. The Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Lenders thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) The Required Lenders and, if applicable, LC Issuer, shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 A.M., ten (New York City time), five (510) Business Days (or such other period of shorter time or date as may be agreed by the Administrative Agent and the Required Lenders, in its sole or their reasonable discretion) after receipt of such request request, whether it consents, in its sole discretion, consents to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, Credit in such requested currencyCurrency. (c) 1.5.3. Any failure by any applicable Lender the Required Lenders or any applicable Letter of Credit Issuer, as the case may be, LC Issuer to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender the Required Lenders or such Letter of Credit LC Issuer, as the case may beapplicable, to permit the requested Foreign Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be advanced or issued in such requested currencyCurrency. If the Administrative Agent Agent, Required Lenders and all applicable Lenders (with respect to Letters of Credit) relevant LC Issuer consent to making the advance of Foreign Revolving Credit Loans that are LIBOR Loans and/or Letters of Credit in such requested currencyCurrency, the Administrative Agent shall so notify the Borrower both Borrowing Administrators, and such currency Currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesthe Loan Documents. If the Administrative Agent Agent, Required Lenders or LC Issuer shall fail to obtain consent of all applicable Lenders to any request for an additional currency Currency under this Section 1.141.5, the Administrative Agent shall promptly so notify the Borrowerboth Borrowing Administrators.

Appears in 2 contracts

Samples: Credit Agreement (Lionbridge Technologies Inc /De/), Credit Agreement (Lionbridge Technologies Inc /De/)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR constituting Eurocurrency Rate Loans or XXXXX Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans or XXXXX Loans, such request shall be subject to the approval of the Revolving Facility Administrative Agent and the Revolving each Lender that would be obligated to make Credit LendersExtensions denominated in such requested currency; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Revolving Facility Administrative Agent and each Letter of Credit the Applicable L/C Issuer. (b) Any such request shall be made to the Revolving Facility Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Revolving Facility Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Applicable L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans, the Revolving Facility Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Revolving Facility Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereofApplicable L/C Issuer. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans) or the applicable Letter of Credit Applicable L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Revolving Facility Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit the Applicable L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the Applicable L/C Issuer, as the case may be, to permit Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans to be made or Letters of Credit to be issued in such requested currency. If the Revolving Facility Administrative Agent and all applicable the Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans in such requested currency, the Revolving Facility Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans; and if the Revolving Facility Administrative Agent and such Letter of Credit the Applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Revolving Facility Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Revolving Facility Administrative Agent shall fail to obtain the requisite consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Revolving Facility Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 2 contracts

Samples: Incremental Joinder & First Amendment to Credit Agreement (SS&C Technologies Holdings Inc), Credit Agreement (SS&C Technologies Holdings Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Eurodollar Multicurrency Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurodollar Loans, such request shall be subject to the approval of the Administrative Agent and the relevant Multicurrency Revolving Credit Lenders; and in . In the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent Agent, the relevant Multicurrency Revolving Lenders and each Letter of Credit Issuerthe Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.2:00 p.m. (New York City time), ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in each case, in its or their sole discretion). In the case of any such request pertaining to Eurodollar Multicurrency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable relevant Multicurrency Revolving Lender thereof; and , and, in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank and each relevant Multicurrency Revolving Lender, thereof. Each applicable relevant Multicurrency Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurodollar Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurodollar Multicurrency Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Revolving Lender or any applicable Letter of Credit Issuerthe Issuing Bank, as the case may be, to respond to such request within the time period specified in the last sentence of the immediately preceding paragraph clause (b) shall be deemed to be a refusal by such the Multicurrency Revolving Lender or such Letter of Credit Issuerthe Issuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the relevant Multicurrency Revolving Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency (subject to sublimits agreed to by Borrower and the Administrative Agent) shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent Agent, the Issuing Bank and such Letter of Credit Issuer each relevant Multicurrency Revolving Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency (subject to sublimits agreed to by Borrower, the Administrative Agent and the Issuing Bank) shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.09, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: First Lien Credit Agreement (SolarWinds Corp), First Lien Credit Agreement (SolarWinds Corp)

Additional Alternative Currencies. (a) The With respect to (i) Revolving Loans to be made as Alternative Currency Loans and (ii) Letters of Credit, the Borrower may from time to time request that Revolving Credit Loans that are LIBOR such Loans be made in, and/or Letters of Credit be issued under the Revolving Credit Facility in in, a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Revolving Loans as Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit LendersLender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Agent, the L/C Issuer issuing such Letter of Credit Issuerand each Revolving Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR such Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made as Alternative Currency Loans, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Revolving Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and the Revolving Lenders and (i) the Administrative Agent and the Borrower may amend the definition of Alternative Currency Term Rate and/or Alternative Currency Daily Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Term Rate and/or Alternative Currency Daily Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and the Revolving Lenders and (i) the Administrative Agent, the Borrower and the L/C Issuer may amend the definition of Alternative Currency Term Rate and/or Alternative Currency Daily Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Term Rate and/or Alternative Currency Daily Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain any consent of all applicable Lenders required to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerBorrower and the Revolving Lenders.

Appears in 2 contracts

Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Healthpeak Properties, Inc.)

Additional Alternative Currencies. (a) The Borrower FME may from time to time request that Revolving Credit Loans that are Fixed LIBOR Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to case, the making of LIBOR Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit respective Lenders; , and the L/C Issuer and Swingline Lender, as applicable, in the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuertheir discretion. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit or Swingline Loans, the applicable Letter of Credit IssuerL/C Issuer or Swingline Lender, in any such case, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are Fixed LIBOR Rate Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of CreditCredit or Swingline Loans, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer or Swingline Lender, respectively, thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are Fixed LIBOR Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) or Swingline Lender (in the case of a request pertaining to Swingline Loans) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) seven Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are Fixed LIBOR Loans or Rate Loans, the issuance of Letters of CreditCredit or Swingline Loans, as the case may be, in such requested currency. (c) Any failure by any a Lender, the applicable Lender L/C Issuer or any the applicable Letter of Credit IssuerSwingline Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender Lender, the applicable L/C Issuer or such Letter of Credit Issuerthe applicable Swingline Lender, as the case may be, to permit Revolving Credit Loans that are Fixed LIBOR Rate Loans to be made or made, Letters of Credit to be issued or Swingline Loans to be made in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are Fixed LIBOR Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower FME and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are Fixed LIBOR Rate Loans; and if the Administrative Agent and such Letter of Credit the applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower FME and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances, and if the Administrative Agent and the applicable Swingline Lender shall consent to making Swingline Loans in the requested currency, the Administrative Agent shall notify FME and such currency shall thereupon be deemed for all purposes to be an Alternative Currency for any such Swingline Loan Borrowings. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerFME.

Appears in 2 contracts

Samples: Credit Agreement (Fresenius Medical Care AG & Co. KGaA), Amendment No. 2 (Fresenius Medical Care AG & Co. KGaA)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that LIBOR Advances of Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansAdvances, such request shall be subject to the approval of the Administrative Agent and each of the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe relevant Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerrelevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to LIBOR Advances of Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer relevant Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to LIBOR Advances of Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer relevant Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of LIBOR Advances of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit IssuerIssuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit LIBOR Advances of Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Advances of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any LIBOR Advances of Revolving Loans; and if the Administrative Agent and the relevant Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the Borrower.

Appears in 2 contracts

Samples: Revolving Credit Agreement (American Tower Corp /Ma/), Revolving Credit Agreement (American Tower Corp /Ma/)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent, the Several L/C Agent and each Letter of Credit IssuerLender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten fifteen (1015) Business Days prior to the date of the desired borrowing Borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerSeveral L/C Agent, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Several L/C Agent shall promptly notify the applicable Letter of Credit Issuer Lenders thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent or the Several L/C Agent, as applicable, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Several L/C Agent and such Letter of Credit Issuer the Lenders consent to the issuance of Letters of Credit in such requested currency, the Administrative Several L/C Agent shall so notify the Borrower Company and (iii) the Several L/C Agent and the Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (iv) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent or the Several L/C Agent, as applicable, shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative such Agent shall promptly so notify the BorrowerCompany.

Appears in 2 contracts

Samples: Credit Agreement (American International Group, Inc.), Credit Agreement (American International Group, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the each Lender with a Revolving Credit LendersCommitment under which such currency is requested to be made available; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., a.m. ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Alternative Currency L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Appropriate Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Alternative Currency L/C Issuer thereof. Each applicable Appropriate Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Alternative Currency L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time), 11:00 a.m. five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit the Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph Section 1.09(b) shall be deemed to be a refusal by such Lender or such Letter of Credit the Alternative Currency L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Appropriate Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Lenders may amend this Agreement to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate, as applicable, and (ii) to the extent this Agreement has been amended to reflect the appropriate rate (and applicable adjustment, if any) for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if Borrowings. If the Administrative Agent and such Letter of Credit the Alternative Currency L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and (A) the Administrative Agent and the Alternative Currency L/C Issuer may amend this Agreement to add such currency, and (B) to the extent this Agreement has been amended to reflect such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.09, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Vertex Pharmaceuticals Inc / Ma)

Additional Alternative Currencies. (a) The Borrower may Borrowers’ Agent may, from time to time time, request that Revolving Credit Loans that are LIBOR Loans a Loan to a ROW Borrower or ANZ Borrower be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of the term “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request (i) with respect to the making of LIBOR LoansLoans to a ROW Borrower or ANZ Borrower, such request shall be subject to the approval of the Administrative Agent and the each Lender with a Pro Rata Revolving Credit Lenders; Commitment or ANZ Revolving Credit Commitment, as applicable, and in the case of any such request (ii) with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit IssuerIssuer that will be required to issue Letters of Credit in such Alternative Currency. (b) Any such request with respect to an additional Alternative Currency shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) New York City time, 10 Business Days prior to the date of the desired borrowing Borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request with respect to Letters of Credit, each applicable Letter of Credit Issuer). The Agent shall promptly notify each Lender with a Pro Rata Revolving Credit Commitment or ANZ Revolving Credit Commitment, as applicable (in the case of any such request pertaining to Loans) and each applicable Letter of Credit Issuer (in the case of any such request pertaining to Letters of Credit). Each Lender with a Pro Rata Revolving Credit Commitment or ANZ Revolving Credit Commitment, the as applicable, or each applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loansas applicable, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (11:00 a.m., New York City time), five (5) 10 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans to a ROW Borrower or ANZ Borrower or the issuance of Letters of Credit, as the case may beapplicable, in such requested currency. (c) Any failure by any applicable a Lender or any applicable a Letter of Credit Issuer, as the case may beapplicable, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by of such Lender or such Letter of Credit Issuer, as the case may beapplicable, to permit Revolving Credit Loans that are LIBOR Loans to be made to a ROW Borrower or ANZ Borrower or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all the applicable Lenders or the applicable Letter of Credit Issuer, as applicable, consent to making Revolving of Loans to a ROW Borrower or ANZ Borrower or the issuance of Letters of Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Borrowers’ Agent and, upon amendment of this Agreement in such manner as shall be agreed by the Agent and the Borrowers’ Agent to implement the inclusion of such currency for such purposes, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility Currency” hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent made to the issuance of a ROW Borrower or ANZ Borrower or any Letters of Credit in such requested currencyCredit, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesas applicable. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the BorrowerBorrowers’ Agent. Additionally, if at any time, any Lender(s) and/or any Letter of Credit Issuer(s) notify the Agent that they will no longer be able to extend Loans and/or issue Letters of Credit, as applicable, in an Alternative Currency approved pursuant to this Section 1.7, the Agent shall promptly notify the Borrowers’ Agent, and such Alternative Currency shall no longer be an “Alternative Currency” hereunder effective (i) in the case of any Loan or Letter of Credit to be made or issued after receipt of such notice, immediately after receipt thereof and (ii) otherwise, five Business Days after receipt of such notice. (d) For the avoidance of doubt, any notice requirements applicable to Loans made to ROW Borrowers or ANZ Borrowers or Letters of Credit in Alternative Currencies shall be substantially similar to those set forth in Sections 2.2 and 4.1(b) (with respect to EURIBOR Loans) and Section 2.4 (with respect to Letters of Credit) or on such other terms as are mutually agreed by the Agent (and, in the case of any Letters of Credit, each applicable Letter of Credit Issuer) and the Borrowers’ Agent.

Appears in 1 contract

Samples: Credit Agreement (United Rentals North America Inc)

Additional Alternative Currencies. (a) The With respect to (i) Revolving Loans to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans and (ii) Letters of Credit, the Borrower may from time to time request that Revolving Credit Loans that are LIBOR such Loans be made in, and/or Letters of Credit be issued under the Revolving Credit Facility in in, a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Revolving Loans as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit LendersLender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Agent, the L/C Issuer issuing such Letter of Credit Issuerand each Revolving Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit such Eurocurrency Rate Loans that are LIBOR or Alternative Currency Daily Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR or Alternative Currency Daily Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and the Revolving Lenders and (i) the Administrative Agent and the Borrower may amend the definition of Eurocurrency Rate and/or Alternative Currency Daily Rate, as applicable, to the extent necessary to add the applicable Eurocurrency Rate and/or Alternative Currency Daily Rate, as applicable, for such currency and (ii) to the extent the definition of Eurocurrency Rate and/or Alternative Currency Daily Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Eurocurrency Rate Loans that are LIBOR and Alternative Currency Daily Rate Loans, as applicable; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and the Revolving Lenders and (i) the Administrative Agent, the Borrower and such L/C Issuer may amend the definition of Eurocurrency Rate and/or Alternative Currency Daily Rate to the extent necessary to add the applicable Eurocurrency Rate and/or Alternative Currency Daily Rate, as applicable, for such currency and (ii) to the extent the definition of Eurocurrency Rate and/or Alternative Currency Daily Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain any consent of all applicable Lenders required to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerBorrower and the Revolving Lenders.

Appears in 1 contract

Samples: Credit Agreement (Healthpeak Properties, Inc.)

Additional Alternative Currencies. (a) The A Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters a Letter of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “an Additional Alternative Currency”; provided that such requested . A currency will only constitute an Additional Alternative Currency for the purposes of a Credit Event if (i) it is a lawful currency (other than Dollars) that is readily available in the amount required and freely transferable and convertible into Dollars. In the Base Currency in the Relevant Interbank Market on the date the Administrative Agent receives the relevant Notice of Borrowing or Letter of Credit Request (as applicable) and the date on which the Credit Event occurs, and (ii) it has been approved by the Administrative Agent (acting on the instructions of, in the case of any such request with respect to the making of a LIBOR LoansLoan, such request shall be subject to all the approval of the Administrative Agent and the Revolving Credit Lenders; Lenders and in the case of any such request with respect to the issuance of Letters a Letter of Credit under theCredit, such request shall be subject to all the approval of Lenders and the Administrative Agent and each Letter of Credit Issuer) on or prior to receipt by the Administrative Agent of the relevant Notice of Borrowing or Letter of Credit Request (as applicable) for that Credit Event. (b) Any such request for approval of an Additional Alternative Currency pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) five Business Days prior to the date of the desired borrowing proposed Credit Event (or such other time or date as may be agreed by the Administrative Agent). In the case of any such request pertaining to a LIBOR Loan, the Administrative Agent shall promptly notify each Lender thereof and, in the case of any such request pertaining to Letters the issuance of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable each Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to the issuance of Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) two Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency and the minimum amount (and, if required, integral multiples) for any subsequent Credit Event in that currency. (c) Any The failure by any applicable a Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request notice within the time period specified in the preceding paragraph clause (b) above shall be deemed to be a refusal by such Lender or such the Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such the requested currency. . (d) If the Administrative Agent and all applicable the Lenders and the Letters of Credit Issuers (as the case may be) consent to making Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit (as the case may be) in such the currency requested currencyby a Borrower, the Administrative Agent shall so promptly notify the relevant Borrower mat the requested currency is acceptable and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Additional Alternative Currency hereunder for purposes of any Letter LIBOR Loans and Letters of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Credit. (e) The Administrative Agent shall promptly so notify the Borrowerrelevant Borrower and the Company (if different) if any Lender and (if applicable) the Letter of Credit Issuer does not approve the relevant currency requested.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (NXP Manufacturing (Thailand) Co., Ltd.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans Eurodollar Rate Advances be made made, and/or Letters of Credit be issued issued, under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansEurodollar Rate Advances, such request shall be subject to the approval of the Administrative Paying Agent and each of the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Paying Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Administrative Paying Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Borrowing (or such other time or date as may be agreed by the Administrative Paying Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR LoansEurodollar Rate Advances, the Administrative Paying Agent shall promptly notify each applicable Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Paying Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR LoansEurodollar Rate Advances) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Paying Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans Eurodollar Rate Advances or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit Lender or any applicable Letter of Credit IssuerIssuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Credit Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans Eurodollar Rate Advances to be made or Letters of Credit to be issued in such requested currency. If the Administrative Paying Agent and all applicable the Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Loans Eurodollar Rate Advances in such requested currency, the Administrative Paying Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR LoansEurodollar Rate Advances; and if the Administrative Paying Agent and such Letter of Credit Issuer applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Paying Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.05, the Administrative Paying Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Steel Dynamics Inc)

Additional Alternative Currencies. (a) The Borrower Borrowers and their Subsidiaries may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative LIBOR Quoted Currency” or “Non-LIBOR QuotedAlternative Currency”; provided provided, that (i) such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, and (ii) such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit theeach relevant L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit theeach relevant L/C Issuer, in its or their sole and absolute discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter theeach relevant L/C Issuer of Credit Issuer thereofsuch request. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans) or the applicable Letter of Credit theeach relevant L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole and absolute discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit thea relevant L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit thesuch L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that a Eurocurrency Ratean appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Borrowers and (i) the Administrative Agent, such Lenders and the Borrowers may amend the definition of Eurocurrency Rate for any Non-LIBOR QuotedAlternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable Eurocurrency Raterate for such currency and any applicable adjustment for such rate, and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency orAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an a LIBOR Quotedan Alternative Currency under the applicable facility hereunder or a Non-LIBOR Quoted Currency, as applicable, for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer the relevant L/C IssuerIssuers consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Borrowers and (A) the Administrative Agent, the relevant L/C IssuerIssuers and the Borrowers may amend the definition of Eurocurrency Rate for any Non-LIBOR QuotedAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable Eurocurrency Raterate for such currency and any applicable adjustment for such rate and (B) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency orAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an a LIBOR Quoted Currency or a Non-LIBOR Quotedan Alternative Currency hereunder Currency, as applicable, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the BorrowerBorrowers.

Appears in 1 contract

Samples: Credit Agreement (Verisk Analytics, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit or Bankers’ Acceptances be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theor Bankers’ Acceptances, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Revolving Extensions of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit Issuer Issuing Lender (in the case of a request pertaining to Letters of CreditCredit or Bankers’ Acceptances) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) 13 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of CreditCredit or Bankers’ Acceptances, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any the applicable Letter of Credit IssuerIssuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe applicable Issuing Lender, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit or Bankers’ Acceptances to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Lender consent to the issuance of Letters of Credit or Bankers’ Acceptances in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit or Bankers’ Acceptance issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit or Existing Bankers’ Acceptance that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit or Existing Bankers’ Acceptance only. 1.07.

Appears in 1 contract

Samples: Credit Agreement (Columbus McKinnon Corp)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall be treated as a lawful currency (other than Dollars) “LIBOR Quoted Currency” only to the extent that there is readily available and freely transferable and convertible into Dollarsa published LIBOR Rate for such currency. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Tranche Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Borrowing or issuance of a Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Tranche Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Multicurrency Tranche Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit Issuer Issuing Lender (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Tranche Revolving Lender or any applicable Letter of Credit Issueran Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Lender, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Tranche Revolving Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency and the Administrative Agent and the Multicurrency Tranche Revolving Lenders determine that there is an appropriate interest rate to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Lenders may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and (A) the Administrative Agent and the applicable Issuing Lender may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (B) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuancesissuances by such Issuing Lender. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Abm Industries Inc /De/)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit (MC) Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit (MC) Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe Issuing Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (California time), ten (10) 20 Business Days prior to the date of the desired borrowing Extension of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Revolving Credit (MC) Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Revolving Credit (MC) Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit Issuer Issuing Lender (in the case of a any such request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City California time), five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit (MC) Lender or any applicable Letter of Credit Issuerthe Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph subsection (b) above shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe Issuing Lender, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Credit (MC) Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR (MC) Borrowings of Eurocurrency Rate Loans; and if Administrative and the Administrative Agent and such Letter of Credit Issuer Issuing Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.9, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Reliance Steel & Aluminum Co)

Additional Alternative Currencies. (a) The Parent Borrower may may, from time to time time, request that Revolving Credit AC Daily Rate Loans that are LIBOR and/or AC Term Rate Loans be made made, and/or Financial Letters of Credit be issued under the Revolving Credit Facility issued, in a currency other than those specifically listed in clause (a) of the definition of “Alternative Currency” in Section 1.1; provided that provided, that, (i) such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of , (ii) any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of of, (A) subject to Section 2.21(b), each Lender with a Commitment under the Facility in which such currency is requested to be made available, and (B) the Administrative Agent and, if different, the Agent with respect to such Facility, and the Revolving Credit Lenders; and (iii) in the case of any such request with respect to the issuance of Financial Letters of Credit under theCredit, such request shall be subject to the approval of each applicable Issuing Lender and the Administrative Agent and each Letter of Credit Issuerwith respect to the applicable Facility. (b) Any such request shall be made to the Administrative Agent by not later than 11:00 a.m., a.m. on the date that is ten (10) Business Days prior to the proposed date of Borrowing of such requested AC Daily Rate Loans and/or AC Term Rate Loans and/or issuance of such requested Financial Letters of Credit, as the desired borrowing case may be (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to the issuance of Financial Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender(s), in its or their (as the case may be) sole discretion). In the case of any such request pertaining to Revolving Credit the Borrowing of AC Daily Rate Loans that are LIBOR and/or AC Term Rate Loans, the Administrative Agent shall promptly notify each Lender that has a Commitment with respect to the applicable Lender thereofFacility; and and, in the case of any such request pertaining to the issuance of Financial Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender(s) thereof. Each Lender that has a Commitment with respect to the applicable Lender Facility (in the case of any such request pertaining to Revolving Credit the Borrowing of AC Daily Rate Loans that are LIBOR and/or AC Term Rate Loans) or the applicable Letter of Credit Issuer Issuing Lender(s) (in the case of a request pertaining to the issuance of Financial Letters of Credit) ), as the case may be, shall notify the Administrative Agent, by not later than 12:00 p.m. (New York City time), 11:00 a.m. on the date that is five (5) Business Days (or such other period after the date of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request request, whether it consentsor they consent, in its or their sole discretion, to the making of Revolving Credit the requested AC Daily Rate Loans that are LIBOR and/or AC Term Rate Loans or the issuance of the requested Financial Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any the applicable Letter of Credit IssuerIssuing Lender(s), as the case may be, to respond to any such request referred to in the foregoing of this Section 1.9 within the time period specified in the preceding paragraph foregoing clause (b) shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Lender, as the case may be, to permit Revolving Credit the requested AC Daily Rate Loans that are LIBOR and/or AC Term Rate Loans to be made or the requested Financial Letters of Credit to be issued issued, as the case may be, in such requested currency. If the Administrative Agent and all of the Lenders that have a Commitment with respect to the applicable Lenders Facility, and, if applicable, the impacted Issuing Lender(s), each consent to the making Revolving Credit of the requested AC Daily Rate Loans that are LIBOR and/or AC Term Rate Loans or the issuance of the requested Financial Letters of Credit, as the case may be, in such requested currency, and the Administrative Agent, such Lenders and (if applicable) such Issuing Lender(s) reasonably determine that an appropriate interest rate is available to be used for such requested currency, then the Administrative Agent shall so notify the Borrower Parent Borrower, and: (i) the Administrative Agent, such Lenders and/or (if applicable) such Issuing Lenders may amend the definitions of “Alternative Currency”, “Alternative Currency Daily Rate” and/or “Alternative Currency Term Rate” in Section 1.1, as applicable, and/or may add a new definition or definitions in the appropriate alphabetical order in Section 1.1, in each case of the foregoing of this clause (c)(i), to the extent necessary to incorporate or add such requested currency and the applicable Alternative Currency Daily Rate or Alternative Currency Term Rate, as the case may be, for such requested currency; and (ii) to the extent that the definitions of “Alternative Currency”, “Alternative Currency Daily Rate” and/or “Alternative Currency Term Rate” in Section 1.1 reflect, as applicable, such proposed currency and the appropriate interest rate for such proposed currency, or such definitions have been amended to incorporate such proposed currency and/or the appropriate interest rate for such proposed currency, then such proposed currency shall thereupon be deemed deemed, for all purposes of this Agreement and each of the other Loan Documents, to be an Alternative Currency under the applicable facility hereunder Currency” for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to AC Daily Rate Borrowings, any AC Term Rate Borrowings and/or the issuance of Financial Letters of Credit in such requested currencyCredit, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. as applicable. (d) If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.9, then the Administrative Agent shall promptly so notify the Parent Borrower.

Appears in 1 contract

Samples: Credit Agreement (SPX FLOW, Inc.)

Additional Alternative Currencies. (a) The Borrower may Borrowers’ Agent may, from time to time time, request that Revolving Credit Loans that are a LIBOR Loans Loan to a ROW Borrower or ANZ Borrower be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of the term “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request (i) with respect to the making of LIBOR LoansLoans to a ROW Borrower or ANZ Borrower, such request shall be subject to the approval of the Administrative Agent and the each Lender with a Pro Rata Revolving Credit Lenders; Commitment or ANZ Revolving Credit Commitment, as applicable , and in the case of any such request (ii) with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit IssuerIssuer that will be required to issue Letters of Credit in such Alternative Currency. (b) Any such request with respect to an additional Alternative Currency shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) New York City time, 10 Business Days prior to the date of the desired borrowing Borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request with respect to Letters of Credit, each applicable Letter of Credit Issuer). The Agent shall promptly notify each Lender with a Pro Rata Revolving Credit Commitment or ANZ Revolving Credit Commitment, as applicable (in the case of any such request pertaining to LIBOR Loans) and each applicable Letter of Credit Issuer (in the case of any such request pertaining to Letters of Credit). Each Lender with a Pro Rata Revolving Credit Commitment or ANZ Revolving Credit Commitment, the as applicable, or each applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loansas applicable, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (11:00 a.m., New York City time), five (5) 10 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans to a ROW Borrower or ANZ Borrower or the issuance of Letters of Credit, as the case may beapplicable, in such requested currency. (c) Any failure by any applicable a Lender or any applicable a Letter of Credit Issuer, as the case may beapplicable, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by of such Lender or such Letter of Credit Issuer, as the case may beapplicable, to permit Revolving Credit Loans that are LIBOR Loans to be made to a ROW Borrower or ANZ Borrower or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all the applicable Lenders or the applicable Letter of Credit Issuer, as applicable, consent to making Revolving Credit Loans that are of LIBOR Loans to a ROW Borrower or ANZ Borrower or the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Borrowers’ Agent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility Currency” hereunder for purposes of any borrowing of Revolving Credit LIBOR Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent made to the issuance of a ROW Borrower or ANZ Borrower or any Letters of Credit in such requested currencyCredit, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesas applicable. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the BorrowerBorrowers’ Agent. Additionally, if at any time, any Lender(s) and/or any Letter of Credit Issuer(s) notify the Agent that they will no longer be able to extend Loans and/or issue Letters of Credit, as applicable, in an Alternative Currency approved pursuant to this Section 1.7, the Agent shall promptly notify the Borrowers’ Agent, and such Alternative Currency shall no longer be an “Alternative Currency” hereunder effective (i) in the case of any Loan or Letter of Credit to be made or issued after receipt of such notice, immediately after receipt thereof and (ii) otherwise, five Business Days after receipt of such notice. (d) For the avoidance of doubt, any notice requirements applicable to LIBOR Loans made to ROW Borrowers or ANZ Borrowers or Letters of Credit in Alternative Currencies shall be substantially similar to those set forth in Sections 2.2 and 4.1(b) (with respect to LIBOR Loans) and Section 2.4 (with respect to Letters of Credit) or on such other terms as are mutually agreed by the Agent (and, in the case of any Letters of Credit, each applicable Letter of Credit Issuer) and the Borrowers’ Agent.

Appears in 1 contract

Samples: Credit Agreement (United Rentals North America Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Eurocurrency Loans under the Revolving Credit Loans that are LIBOR Loans Facility or any Incremental Revolving Tranche Facility be made and/or Letters of Credit and/or Bankers’ Acceptances be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansEurocurrency Loans under the Revolving Credit Facility, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders, including specification by the Administrative Agent of a reasonable Minimum Principal Amount for such Alternative Currency under such Facility; in the case of any such request with respect to the making of Eurocurrency Loans under any Incremental Revolving Tranche Facility, such request shall be subject to the approval of the Administrative Agent and the Incremental Revolving Tranche Lenders under such Facility, including specification by the Administrative Agent of a reasonable Minimum Principal Amount for such Alternative Currency under such Facility; and in the case of any such request with respect to the issuance of Letters of Credit under theor Bankers’ Acceptances, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe L/C Issuers. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the applicable Letter of Credit IssuerL/C Issuers, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Loans under the Revolving Credit Loans that are LIBOR LoansFacility, the Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereofthereof and of the proposed Minimum Principal Amount therefor; in the case of any such request pertaining to Eurocurrency Loans under any Incremental Revolving Tranche Facility, the Administrative Agent shall promptly notify each Incremental Revolving Tranche Lender under such Facility thereof and of the proposed Minimum Principal Amount therefor; and in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Loans under the Revolving Credit Facility), each Incremental Revolving Tranche Lender (in the case of any such request pertaining to Eurocurrency Loans that are LIBOR Loansunder an Incremental Revolving Tranche Facility) or the applicable Letter of Credit each L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Loans or the issuance of Letters of CreditCredit or Bankers’ Acceptances, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit Lender, an Incremental Revolving Tranche Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Credit Lender, such Incremental Revolving Tranche Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Loans to be made or Letters of Credit or Bankers’ Acceptances to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Eurocurrency Loans under the Revolving Credit Facility; if the Administrative Agent and all the Incremental Revolving Tranche Lenders under the relevant Incremental Revolving Tranche Facility consent to making Eurocurrency Loans that are LIBOR Loansin such requested currency thereunder, the Administrative Agent shall so notify the Company and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Eurocurrency Loans under such Incremental Revolving Tranche Facility; and if the Administrative Agent and such Letter of Credit Issuer the L/C Issuers consent to the issuance of Letters of Credit or Bankers’ Acceptances in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit or Bankers’ Acceptance issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14subsection 1.4, the Administrative Agent shall promptly so notify the BorrowerCompany. (d) For the avoidance of doubt, the parties hereto acknowledge and agree that this Section 1.4 shall not apply to the Revolving Euro Tranche Facility or the Revolving Yen Tranche Facility.

Appears in 1 contract

Samples: Credit Agreement (Graphic Packaging International, LLC)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. .” In the case of any such request with respect to the making of LIBOR Term Benchmark Revolving Loans or RFR Revolving Loans, such request shall be subject to the approval of the First Lien Administrative Agent and all of the Revolving Credit Lenders; and in . In the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer.-71- [EMEA_ACTIVE 302040156_13] (b) Any such request shall be made to the First Lien Administrative Agent not later than 11:00 a.m.a.m. (New York City time), ten (10) Business Days prior to the date of the desired borrowing Revolving Borrowing or issuance of Letters of Credit (or such other time or date as may be agreed to by the First Lien Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuereach Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans, the First Lien Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in . In the case of any such request pertaining to Letters of Credit, the First Lien Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans) or the applicable Letter of Credit Issuer each Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the First Lien Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five two (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in after its sole discretion) after receipt of such request as to whether it consents, in its sole discretion, to the making of Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of clause (b) above shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans to be made or Letters of Credit to be issued in such requested currency. If the First Lien Administrative Agent and all applicable the Revolving Lenders consent to making Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans in such requested currency, the First Lien Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Term Benchmark Revolving Credit Loans that are LIBOR or RFR Revolving Loans; and if . If the First Lien Administrative Agent and such Letter of Credit Issuer each Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the First Lien Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the First Lien Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the First Lien Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Incremental Facility Amendment (LivaNova PLC)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Approved Currency”; provided that such requested currency is a lawful currency (other than DollarsEuros) that is readily available and freely transferable and convertible into DollarsEuros. In the case of any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under thethe Revolving Facility, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit IssuerIssuers. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) twenty Business Days prior to the date of the desired borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.. 942882452.15 (c) Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Administrative Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Approved Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such relevant Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Administrative Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Approved Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the Administrative Borrower.

Appears in 1 contract

Samples: Abl Credit Agreement (Univar Inc.)

Additional Alternative Currencies. (a) The With respect to (i) Revolving Loans to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans and (ii) Letters of Credit, the Borrower may from time to time request that Revolving Credit Loans that are LIBOR such Loans be made in, and/or Letters of Credit be issued under the Revolving Credit Facility in in, a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Revolving Loans as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit LendersLender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Agent, the L/C Issuer issuing such Letter of Credit Issuerand each Revolving Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit such Eurocurrency Rate Loans that are LIBOR or Alternative Currency Daily Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. . (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made as Eurocurrency Rate Loans or Alternative Currency Daily Rate Loans, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR or Alternative Currency Daily Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower currency and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.the

Appears in 1 contract

Samples: Credit Agreement (Healthpeak Properties, Inc.)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Revolving Loans as Eurocurrency RateAlternative Currency Loans, such request shall be subject to the approval of the Administrative Agent Agent, and the each Alternative Currency Tranche Lender and/or each Multicurrency Revolving Credit LendersTranche Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each the applicable L/C Issuer issuing such Letter of Credit IssuerCredit. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency RateAlternative Currency Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Tranche Lender and each Multicurrency Revolving Tranche Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Alternative Currency Tranche Lender and each Multicurrency Revolving Tranche Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency RateAlternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR such Eurocurrency Ratethe Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Tranche Lender, a Multicurrency Revolving Tranche Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR RevolvingAlternative Currency Loans to be made as Eurocurrency Rate Loans, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent Agent, and all applicable of the Alternative Currency Tranche Lenders and/or all of the Multicurrency Revolving Tranche Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans in such requested currency, the Administrative Agent shall so notify the Parent Borrower and the Alternative Currency Tranche Lenders and/or the Multicurrency Revolving Tranche Lenders, as applicable, and (i) the Administrative Agent and the Alternative Currency Tranche Lenders and/or the Multicurrency Revolving Tranche Lenders, as applicable, may amend the definition of Eurocurrency Rate for any non-LIBOR Quoted CurrencyAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate, in each case, to the extent necessary to add the applicable Eurocurrency Raterate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or hasAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate have been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Tranche Loans; and if if/or Multicurrency Revolving Tranche Loans, as the case may be. If the Administrative Agent and such Letter of Credit any L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and the Revolving Lenders and (i) the Administrative Agent and such L/C Issuer may amend the definition of Eurocurrency Rate for any non-LIBOR Quoted CurrencyAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate, in each case, to the extent necessary to add the applicable Eurocurrency Raterate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or hasAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate have been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder hereunder, for all purposes of any Letter with respect to Letters of Credit issuancesissued solely by such L/C Issuer. If the Administrative Agent shall fail to obtain consent of all applicable Lenders from any Alternative Currency Tranche Lender or any Multicurrency Revolving Tranche Lender to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Parent Borrower, the Alternative Currency Tranche Lenders and the Multicurrency Revolving Tranche Lenders.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ventas, Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Lender that would be obligated to make any Loans in such additional Alternative Currency; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent Agent, all Revolving Lenders and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. New York City time, ten (10) twenty Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender that would be obligated to make such Alternative Currency Loans thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank and each Revolving Lender thereof. Each applicable Lender that would be obligated to make such Alternative Currency Loans (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or all Revolving Lenders and the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (11:00 a.m. New York City time), five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any the applicable Letter of Credit IssuerIssuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe applicable Issuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders that would be obligated to make such Alternative Currency Loans consent to making Revolving Credit Loans that are LIBOR such Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Revolving Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent , all Revolving Lenders and such Letter of Credit Issuer the applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent, the Revolving Lenders and the applicable Issuing Bank may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.16, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Ping Identity Holding Corp.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Offshore Currency Committed Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Committed Loan Offshore Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and ” as set forth in the case of any such definition thereof, or request with respect to the issuance of that Offshore Currency Swing Line Loans be made or Letters of Credit under the, such request shall be subject to issued in a currency other than those specifically listed in the approval definition of the Administrative Agent and each Letter of Credit Issuerand Swing Line Offshore Currency” as set forth in the definition thereof. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit or Offshore Currency Swing Line Loans, the applicable Letter of Credit IssuerL/C Issuer or the Swing Line Lender, as applicable, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Offshore Currency Committed Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of CreditCredit or Offshore Currency Swing Line Loans, the Administrative Agent shall promptly notify each L/C Issuer or the applicable Letter of Credit Issuer Swing Line Lender, as applicable, thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Offshore Currency Committed Loans) or the applicable Letter of Credit L/C Issuer or the Swing Line Lender (as applicable in the case of a request pertaining to Letters of CreditCredit or Offshore Currency Swing Line Loans) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Offshore Currency Committed Loans, the making of Offshore Currency Swing Line Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender, the Swing Line Lender or any applicable Letter of Credit L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender, the Swing Line Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Offshore Currency Committed Loans that are LIBOR to be made, Offshore Currency Swing Line Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Offshore Currency Committed Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative a Committed Loan Offshore Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Offshore Currency Committed Loans; and if the Administrative Agent and such Letter the Swing Line Lender or the applicable L/C Issuer, as the case may be, consent to the making of Credit Issuer consent Offshore Currency Swing Line Loans or to the issuance of Letters of Credit Credit, as applicable, in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative a Letter of Credit and Swing Line Offshore Currency hereunder for purposes of Swing Line Borrowings of Offshore Currency Swing Line Loans and any Letter Letters of Credit issuancesissued by such L/C Issuer, as applicable. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.10, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Credit Agreement (Stryker Corp)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Lender with a Commitment under which such currency is requested to be made available; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Lender. (b) Any such request relating to an Alternative Currency Loan and/or Letters of Credit (other than those currencies specifically listed in the definition of “Alternative Currency”) shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Lenders, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Appropriate Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lenders thereof. Each applicable Appropriate Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer Issuing Lenders (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuerthe Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe Issuing Lender, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer the Issuing Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and (iii) the Administrative Agent and the Issuing Lender may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (iv) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.13, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Credit Agreement (Copart Inc)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Eurocurrency Rate Loans that are LIBOR Loans to be made in an Alternative Currency be made and/or Fronted Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansEurocurrency Rate Loans in such requested currency, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit affected Lenders; and in the case of any such request with respect to the issuance of Fronted Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe affected Fronting Banks. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or in the case of Fronted Letters of Credit, such other earlier time or date as may be agreed to by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerissuing Fronting Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR Loansto be made in Alternative Currencies, the Administrative Agent shall promptly notify each applicable affected Lender thereof; and in the case of any such request pertaining to Fronted Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer affected Fronting Banks thereof. Each applicable affected Lender (in the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR Loansto be made in Alternative Currencies) or the applicable Letter of Credit Issuer issuing Fronting Bank (in the case of a request pertaining to Fronted Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuera Fronting Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph clause (b) shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerFronting Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Fronted Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the affected Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Eurocurrency Rate Loans in Alternative Currencies; and if the Administrative Agent and a Fronting Bank consent to the issuance of Fronted Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Fronted Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Parent Borrower.

Appears in 1 contract

Samples: Credit Agreement (Arch Capital Group Ltd.)

Additional Alternative Currencies. (a) The Parent Borrower may from time to time request (each, a “Supplemental Request”) that Revolving Credit the Alternative Currency Tranche Lenders provide one or more commitments for Eurocurrency RateAlternative Currency Loans that are LIBOR Loans to be made and/or that Letters of Credit to be issued under the Revolving Credit Facility in a currency (each, a “Supplemental Currency”) other than those specifically listed in the definition of “Alternative Currency” at the time such request is made; provided that such the requested currency Supplemental Currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into DollarsDollarsan Eligible Currency. In Each Supplemental Request shall be (i) subject to the approval of the Administrative Agent and, in the case of any such request a Supplemental Request with respect to the making issuance of LIBOR LoansLetters of Credit, such request shall be subject to the approval of the Administrative Agent Alternative Currency L/C Issuer and the Revolving Credit Lenders; and (ii) made in the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) Any such request shall be made writing to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of that the desired borrowing commitment in such Supplemental Currency would take effect (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request a Supplemental Request pertaining to Letters of Credit, the applicable Letter of Credit Alternative Currency L/C Issuer, in its or their sole discretion). In ) in substantially the case form of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, Exhibit J (a “Supplemental Addendum”) and shall set forth the proposed Supplemental Currency and the other matters set forth on the form of Supplemental Addendum. (a) The Administrative Agent shall promptly notify each applicable Alternative Currency Tranche Lender thereoffollowing its receipt of a Supplemental Request; and in the case of any such request a Supplemental Request pertaining to Letters of Credit, the Administrative Agent shall also promptly notify the applicable Letter of Credit Alternative Currency L/C Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time), five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (W. P. Carey Inc.)

Additional Alternative Currencies. (a) The A Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Drawdown Date (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.. DB3/ 204224713.6 37 (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuerthe Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe Issuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify BGI and (i) the Borrower Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer the Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify BGI and (iii) the Borrower Administrative Agent and the Issuing Bank may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (iv) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14§1.6, the Administrative Agent shall promptly so notify the BorrowerBGI.

Appears in 1 contract

Samples: Credit Agreement (Barnes Group Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR constituting Eurocurrency Rate Loans or XXXXX Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans or XXXXX Loans, such request shall be subject to the approval of the Revolving Facility Administrative Agent and the Revolving each Lender that would be obligated to make Credit LendersExtensions denominated in such requested currency; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Revolving Facility Administrative Agent and each Letter of Credit the Applicable L/C Issuer. (b) Any such request shall be made to the Revolving Facility Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Revolving Facility Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Applicable L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the or XXXXX Loans, the Revolving Facility Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Revolving Facility Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereofApplicable L/C Issuer. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans) or the applicable Letter of Credit Applicable L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Revolving Facility Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit the Applicable L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the Applicable L/C Issuer, as the case may be, to permit Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans to be made or Letters of Credit to be issued in such requested currency. If the Revolving Facility Administrative Agent and all applicable the Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR or XXXXX Loans in such requested currency, the Revolving Facility #95537764v15AMERICAS/2023466857.21 #96465179v1 Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Eurocurrency Rate Loans that are LIBOR Loansor XXXXX Xxxxx; and if the Revolving Facility Administrative Agent and such Letter of Credit the Applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Revolving Facility Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Revolving Facility Administrative Agent shall fail to obtain the requisite consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Revolving Facility Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Revolving Facility Amendment to Credit Agreement (SS&C Technologies Holdings Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility Facility, in a currency other than Dollars and those specifically listed in the definition of “Alternative Currency”; ;” provided that (i) such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into DollarsDollars and (ii) such requested currency shall only be treated as a “LIBOR Quoted Currency” to the extent that there is published LIBOR rate for such currency. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and and, in the case of the Revolving Credit Facility, the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the each applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.. ​ ​ (c) Any failure by any applicable a Revolving Credit Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Credit Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit the applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Borrower.Company. Any specified currency of xxx 2021 Refinancing Amendment Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such 2021 Refinancing Amendment Existing Letter of Credit only. ​ (d) Notwithstanding anything to the contrary herein, including in Section 10.01, in order to implement any Alternative Currency approved in accordance with this Section 1.06, the Administrative Agent and the Company may make any technical or operational changes to this Agreement as may be reasonably necessary, in the reasonable judgment of the Administrative Agent, without any further consent from any Lender or L/C Issuer so long as the Administrative Agent, in its sole discretion, determines that such an amendment is merely technical and operational in nature, reasonably necessary for the implementation and administration of the Alternative Currency and does not adversely affect any material interests of the relevant Lenders. ​

Appears in 1 contract

Samples: Credit Agreement (Aecom)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Eurodollar Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. .” In the case of any such request with respect to the making of LIBOR Eurodollar Revolving Loans, such request shall be subject to the approval of the First Lien Administrative Agent and all of the Revolving Credit Lenders; and in . In the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the First Lien Administrative Agent Agent, the applicable Issuing Bank and each Letter all of Credit Issuerthe Revolving Lenders. (b) Any such request shall be made to the First Lien Administrative Agent not later than 11:00 a.m.a.m. (New York City time), ten (10) Business Days prior to the date of the desired borrowing Revolving Borrowing or issuance of Letters of Credit (or such other time or date as may be agreed to by the First Lien Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuereach Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR Loans, the First Lien Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in . In the case of any such request pertaining to Letters of Credit, the First Lien Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer each Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the First Lien Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five two (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in after its sole discretion) after receipt of such request as to whether it consents, in its sole discretion, to the making of Eurodollar Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of clause (b) above shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Eurodollar Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the First Lien Administrative Agent and all applicable the Revolving Lenders consent to making Eurodollar Revolving Credit Loans that are LIBOR Loans in such requested currency, the First Lien Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Eurodollar Revolving Credit Loans that are LIBOR Loans; and if . If the First Lien Administrative Agent and such Letter of Credit Issuer each Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the First Lien Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the First Lien Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the First Lien Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: First Lien Credit Agreement

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 9:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)8:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Borrowers and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and make such other applicable adjustments for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if the Administrative Agent and such Letter of Credit the applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit that is neither U.S. Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Jacobs Solutions Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit each Alternative Currency L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Credit Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each Alternative Currency L/C Issuer thereof. Each applicable Alternative Currency Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit each Alternative Currency L/C Issuer (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Credit Lender or any applicable Letter of Credit an Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Lender or such Letter of Credit Alternative Currency L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Alternative Currency Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Alternative Currency Revolving Credit Loans that are LIBOR Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit each Alternative Currency L/C Issuer consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (LVB Acquisition, Inc.)

Additional Alternative Currencies. (a) The U.S. Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or made, or Financial Letters of Credit be issued under the Revolving Credit Facility issued, in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that (i) such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In , (ii) in the case of any such request with respect to the making of LIBOR Revolving Loans, such request shall be subject to the approval of (A) subject to Section 2.21(b), each Revolving Lender and (B) the Administrative Agent and the Revolving Credit Lenders; and (iii) in the case of any such request with respect to the issuance of Financial Letters of Credit under theCredit, such request shall be subject to the approval of Bank of America, in its capacity as an Issuing Lender of Financial Letters of Credit, and the Administrative Agent and each Letter of Credit IssuerAgent. (b) Any In the case of any such request referenced in Section 1.9(a) pertaining to Revolving Loans, any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing credit extensions (or such other time or date as may be agreed by the Administrative Agent). Upon receipt of such request, the Administrative Agent shall promptly notify each Revolving Lender. Each Revolving Lender shall notify the Administrative Agent, not later than 11:00 a.m., five (5) Business Days after receipt of such request, whether it consents, in its sole discretion, to the making of Revolving Loans in such requested currency. Any failure by a Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Revolving Loans to be made in such requested currency. If the Administrative Agent and all the Revolving Lenders consent to making Revolving Loans in such requested currency and the Administrative Agent and such Revolving Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the U.S. Borrower and (i) the Administrative Agent and the Revolving Lenders may amend this Agreement to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate, as applicable, and (ii) to the extent this Agreement has been amended to reflect the appropriate rate (and applicable adjustment, if any) for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency for purposes of any Borrowings of Revolving Loans. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.9(b), the Administrative Agent shall promptly so notify the U.S. Borrower. (c) In the case of any such request referenced in Section 1.9(a) pertaining to Financial Letters of Credit, any such request shall be made to the Administrative Agent and Bank of America, in its capacity as an Issuing Lender of Financial Letters of Credit, not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired credit extensions (or such other time or date as may be agreed by the Administrative Agent andand Bank of America, in the case its capacity as an Issuing Lender of any such request pertaining to Financial Letters of Credit). The Administrative Agent and Bank of America, in its capacity as an Issuing Lender of Financial Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, U.S. Borrower not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request request, whether it each such Person consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Financial Letters of Credit, as the case may be, Credit in such requested currency. (c) . Any failure by any applicable the Administrative Agent or Bank of America, in its capacity as an Issuing Lender or any applicable Letter of Credit Issuer, as the case may beFinancial Letters of Credit, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such the Administrative Agent or Bank of America, in its capacity as an Issuing Lender or such Letter of Credit IssuerFinancial Letters of Credit, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Financial Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders Bank of America, in its capacity as an Issuing Lender of Financial Letters of Credit, each consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Financial Letters of Credit in such requested currency, the Administrative Agent shall so notify the U.S. Borrower and and, thereafter, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter the issuance of Credit issuances. If the Administrative Agent shall fail to obtain consent Financial Letters of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the BorrowerCredit.

Appears in 1 contract

Samples: Credit Agreement (SPX Technologies, Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that (i) such requested currency is an Eligible Currency and (ii) such requested currency shall only be treated as a lawful currency (other than Dollars) “LIBOR Quoted Currency” to the extent that there is readily available and freely transferable and convertible into Dollarspublished LIBOR rate for such currency. In the case of any such request with respect to the making of LIBOR Eurocurrency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Borrowing or issuance, extension or increase of any Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuerthe Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe Issuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer the Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (iii) the Administrative Agent and the Issuing Bank may amend the definition of Eurocurrency Rate for any Non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (iv) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.12, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Costar Group, Inc.)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR Eurodollar Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of LIBOR Eurodollar Loans, such US-DOCS\73723759.13 request shall be subject to the approval of the Revolver Administrative Agent and the all Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Revolver Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Revolver Administrative Agent not later than 11:00 8:00 a.m., ten fifteen (1015) Business Days prior to the date of the desired borrowing Borrowing or Letter of Credit issuance (or such other time or date as may be agreed by the Revolver Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurodollar Loans, the Revolver Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Revolver Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Banks thereof. Each applicable Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurodollar Loans) or the applicable Letter of Credit Issuer Issuing Banks (in the case of a request pertaining to Letters of Credit) shall notify the Revolver Administrative Agent, not later than 12:00 p.m. 8:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurodollar Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurodollar Loans to be made or to issue Letters of Credit to be issued in such requested currency. If the Revolver Administrative Agent and all applicable the Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurodollar Loans in such requested currency, the Revolver Administrative Agent shall so notify the Borrower Revolver Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Revolver Borrowings of Revolving Credit Loans that are LIBOR Eurodollar Loans; and if the Revolver Administrative Agent and such Letter of Credit Issuer an Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Revolver Administrative Agent shall so notify the Borrower Revolver Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Revolver Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.10, the Revolver Administrative Agent shall promptly so notify the BorrowerRevolver Borrowers. (d) If, after the designation by the Revolving Credit Lenders of any currency as an Alternative Currency, any change in currency controls or exchange regulations or any change in the national or international financial, political or economic conditions are imposed in the country in which such currency is issued, result in, in the reasonable opinion of the Required Revolving Lenders (in the case of any Revolving Credit Loans to be denominated in an Alternative Currency) or any Issuing Bank (in the case of any Letter of Credit to be denominated in an Alternative Currency), (i) such currency no longer being readily available, freely transferable and convertible into US Dollars, (ii) a US Dollar Equivalent is no longer readily calculable with respect to such currency, (iii) providing such currency is impracticable for the Revolving Credit Lenders or (iv) no longer a currency in which the Required Revolving Lenders are willing to make such extensions of credit hereunder (each of (i), (ii), (iii), and (iv) a US-DOCS\73723759.13 “Disqualifying Event”), then the Revolver Administrative Agent shall promptly notify the Revolving Credit Lenders and the Revolver Borrowers, and such country’s currency shall no longer be an Alternative Currency until such time as the Disqualifying Event(s) no longer exist. Within, five (5) Business Days after receipt of such notice from the Revolver Administrative Agent, the Revolver Borrowers shall repay all Revolving Credit Loans in such currency to which the Disqualifying Event applies or convert such Revolving Credit Loans into the US Dollar Equivalent of Revolving Credit Loans in US Dollars, subject to the other terms contained herein.

Appears in 1 contract

Samples: Credit Agreement (Herbalife Ltd.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Eurocurrency Rate Loans under the Revolving Credit Loans that are LIBOR Loans Facility be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request (i) with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Lenders under the Revolving Credit Lenders; Facility, and in the case of any such request (ii) with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter Bank of America (or any successor Issuing Bank that issues Letters of Credit Issuerin Alternative Currencies). Any such request shall include the Borrower’s proposed initial Alternative Currency Sublimit and initial amount of the Lenders’ aggregate Other Alternative Currency Commitments with respect to the relevant Alternative Currency. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Borrowing or LC Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerrelevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Lender under the Revolving Facility thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer relevant Issuing Bank thereof. Each applicable Lender under the Revolving Facility (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit Issuer relevant Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender under the Revolving Facility or any applicable Letter of Credit Issuerthe relevant Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders under the Revolving Facility consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Revolving Borrowings of Revolving Credit Loans that Eurocurrency Rate Loans, subject to the initial Alternative Currency Sublimit and initial aggregate Other Alternative Currency Commitments proposed by the Borrower pursuant to clause (a) above (or, if such proposal is not accepted by the Administrative Agent and the Lenders, such other amounts as are LIBOR Loansagreed by the Borrower, the Administrative Agent and the Lenders); and if the Administrative Agent and such Letter of Credit Issuer the relevant Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.12, the Administrative Agent shall promptly so notify the Borrower. For the avoidance of doubt, nothing in this Section 1.12 shall be deemed to permit any Letter of Credit to be issued in an Alternative Currency by any Issuing Bank other than Bank of America (or any successor thereto as otherwise provided herein).

Appears in 1 contract

Samples: Credit Agreement (Borgwarner Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Eurocurrency Rate Loans that are LIBOR Revolving Credit (US) Loans or Revolving Credit (UK) Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans that are Revolving Credit (US) Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit (US) Lenders; and in . In the case of any such request with respect to the issuance making of Letters of Eurocurrency Rate Loans that are Revolving Credit under the(UK) Loans, such request shall be subject to the approval of the Administrative Agent and each Letter of the Revolving Credit Issuer(UK) Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR Revolving Credit (US) Loans, the Administrative Agent shall promptly notify each applicable Revolving Credit (US) Lender thereof; and in the case of any such request pertaining to Letters of CreditEurocurrency Rate Loans that are Revolving Credit (UK) Loans, the Administrative Agent shall promptly notify the applicable Letter of each Revolving Credit Issuer (UK) Lender thereof. Each applicable Revolving Credit (US) Lender (in the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR Revolving Credit (US) Loans) or the applicable Letter of each Revolving Credit Issuer (UK) Lender (in the case of a request pertaining to Letters of CreditEurocurrency Rate Loans that are Revolving Credit (UK) Loans) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Eurocurrency Rate Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit (US) Lender or any applicable Letter of Revolving Credit Issuer(UK) Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of Section 1.8(b) shall be deemed to be a refusal by such Lender to permit Eurocurrency Rate Loans that are Revolving Credit (US) Loans or such Letter of Revolving Credit Issuer(UK) Loans, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Credit (US) Lenders consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR Revolving Credit (US) Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter Revolving Credit (US) Borrowings of Credit issuances. If Eurocurrency Rate Loans; and if the Administrative Agent shall fail and all the Revolving Credit (UK) Lenders consent to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.making Eurocurrency Rate Loans that are Revolving Credit (UK) Loans in such requested

Appears in 1 contract

Samples: Credit Agreement (Aptargroup Inc)

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Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit (MC) Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit Lenders(MC) Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe Issuing Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (California time), ten (10) 20 Business Days prior to the date of the desired borrowing Extension of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Revolving Credit (MC) Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Revolving Credit (MC) Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer Issuing Lender (in the case of a any such request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City California time), five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit (MC) Lender or any applicable Letter of Credit Issuerthe Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph subsection (b) above shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe Issuing Lender, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Credit (MC) Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify Borrower and (i) the Administrative Agent, the Borrower and such currency shall thereupon be deemed for all purposes to be an Lenders may amend the definition of Alternative Currency under Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable facility hereunder rate for purposes of such currency and any borrowing of Revolving Credit Loans applicable adjustment for such rate that are LIBOR Loans; and if is agreed by the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currencyBorrower, the Administrative Agent shall so notify Agent, and the Borrower Lenders, if any, and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Revolving Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.(MC)

Appears in 1 contract

Samples: Credit Agreement (Reliance, Inc.)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR Loans to be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the each Alternative Currency Tranche Lender and/or each Multicurrency Revolving Credit LendersTranche Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each the applicable L/C Issuer issuing such Letter of Credit IssuerCredit. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Tranche Lender and each Multicurrency Revolving Tranche Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Alternative Currency Tranche Lender and each Multicurrency Revolving Tranche Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR the Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Tranche Lender, a Multicurrency Revolving Tranche Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made made, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent and all applicable of the Alternative Currency Tranche Lenders and/or all of the Multicurrency Revolving Tranche Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency, the Administrative Agent shall so notify the Parent Borrower and the Alternative Currency Tranche Lenders and/or the Multicurrency Revolving Tranche Lenders, as applicable, and (i) the Administrative Agent and the Alternative Currency Tranche Lenders and/or the Multicurrency Revolving Tranche Lenders, as applicable, may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate, in each case, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate have been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Alternative Currency Tranche Loans and/or Multicurrency Revolving Credit Loans that are LIBOR Tranche Loans; and if , as the case may be. If the Administrative Agent and such Letter of Credit any L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and the Revolving Lenders and (i) the Administrative Agent and such L/C Issuer may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate, in each case, to the extent necessary to add the applicable rate for such currency and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate have been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter with respect to Letters of Credit issuancesissued solely by such L/C Issuer. If the Administrative Agent shall fail to obtain consent of all applicable Lenders from any Alternative Currency Tranche Lender or any Multicurrency Revolving Tranche Lender to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Parent Borrower, the Alternative Currency Tranche Lenders and the Multicurrency Revolving Tranche Lenders.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ventas, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other earlier time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Multicurrency Revolving Credit Lender (in the case of any such request pertaining to Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Revolving Credit Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Revolving Credit Lenders consent to making Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Eurocurrency Rate Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany, it being acknowledged and agreed that the Company shall be permitted to create a new Multicurrency Revolving Credit Facility in respect of such currency pursuant to and in accordance with the last sentence of Section 2.01(b).

Appears in 1 contract

Samples: Credit Agreement (Fidelity National Information Services, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Agreed Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansRevolving Borrowings, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit LendersLender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) the applicable Issuing Bank. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Revolving Loan or Letter of Credit issuance date (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR LoansBorrowings, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR LoansBorrowings) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) 5 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans Borrowing or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Tapestry, Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer L/C Issuers thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and the L/C Issuer may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.09, the Administrative Agent shall promptly so notify the Borrower. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Uber Technologies, Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Eurocurrency Rate Loans that are LIBOR or Alternative Currency Loans be made under the Aggregate Revolving B Commitments and/or Letters of Credit be issued under the Aggregate Revolving Credit Facility A Commitments, in each case, in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans or Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit B Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Revolving B Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving B Lender (in the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) 10 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Eurocurrency Rate Loans that are LIBOR Loans or Alternative Currency Loans, as applicable, or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving B Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving B Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Eurocurrency Rate Loans that are LIBOR Loans or Alternative Currency Loans, as applicable, to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving B Lenders consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR or Alternative Currency Loans in such requested currency and the Administrative Agent and the Revolving B Lenders reasonably determine that a Eurocurrency Base Rate, Alternative Currency Daily Rate or Alternative Currency Term Rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Eurocurrency Rate Loans or Alternative Currency Loans, as applicable, under the Aggregate Revolving Credit Loans that are LIBOR LoansB Commitments; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Borrower.Company. CHAR1\1829960v3

Appears in 1 contract

Samples: Credit Agreement (Fleetcor Technologies Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerL/C Issuer(s), in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer L/C Issuer(s) thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)10:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Borrower, the Administrative Agent and such Lenders may amend the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (x) the Borrower, the Administrative Agent and the applicable L/C Issuer may amend the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (y) to the extent the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Cisco Systems, Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Eurocurrency Loans under the Revolving Credit Loans that are LIBOR Loans Facility or any Incremental Revolving Tranche Facility be made and/or Letters of Credit and/or Bankers’ Acceptances be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders, including specification by the Administrative Agent of a reasonable Minimum Principal Amount for such Alternative Currency; and in the case of any such request with respect to the issuance of Letters of Credit under theor Bankers’ Acceptances, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Loans, the Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereofthereof and of the proposed Minimum Principal Amount therefor; and in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Loans or the issuance of Letters of CreditCredit or Bankers’ Acceptances, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Credit Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Loans to be made or Letters of Credit or Bankers’ Acceptances to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency Loans; and if the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit or Bankers’ Acceptances in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit or Bankers’ Acceptance issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14subsection 1.4, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Graphic Packaging Corp)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Agreed Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansRevolving Borrowings, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit LendersLender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Revolving Loan or Letter of Credit issuance date (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR LoansBorrowings, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR LoansBorrowings) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) 5 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans Borrowing or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any the applicable Letter of Credit IssuerIssuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to Borrowings be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Agreed Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR LoansBorrowings; and if the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Agreed Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Credit Agreement (Tapestry, Inc.)

Additional Alternative Currencies. (a) The U.S. Borrower may from time to time request that Revolving Credit Loans that are LIBOR Facility Loans be made to and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility on behalf of Foreign Subsidiary Borrowers, in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Revolving Credit Facility Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent Agent, each Issuing Bank and each Letter of Credit Issuerthe Revolving Facility Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing credit extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit Issuereach Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Eurocurrency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Revolving Facility Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer each Issuing Bank and Revolving Facility Lender thereof. Each applicable Revolving Facility Lender (in the case of any such request pertaining to Eurocurrency Revolving Credit Loans that are LIBOR Loansand Alternative Currency Letters of Credit) or the applicable Letter of Credit Issuer and each Issuing Bank (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) seven Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Eurocurrency Revolving Credit Loans that are LIBOR Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Facility Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Eurocurrency Revolving Credit Loans that are LIBOR Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Facility Lenders consent to making Eurocurrency Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the U.S. Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Eurocurrency Revolving Loans by the Foreign Subsidiary Borrowers; and if the Administrative Agent, the Revolving Facility Lenders and each Issuing Bank consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the U.S. Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.05, the Administrative Agent shall promptly so notify the BorrowerNalco.

Appears in 1 contract

Samples: Credit Agreement (Nalco Holding CO)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Tranche Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Lender. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Borrowing or issuance of a Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Lender, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Tranche Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Lender thereof. Each applicable Multicurrency Tranche Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer Issuing Lender (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Tranche Revolving Lender or any applicable Letter of Credit Issueran Issuing Lender, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Lender, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Tranche Revolving Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and the Multicurrency Tranche Revolving Lenders determine that there is an appropriate interest rate to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Lender consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and (A) the Administrative Agent and the applicable Issuing Lender may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (B) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuancesissuances by such Issuing Lender. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Abm Industries Inc /De/)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Alternative Currency Revolving Credit Loans that are LIBOR Eurodollar Rate Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurodollar Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit each Alternative Currency L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurodollar Rate Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Credit Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each Alternative Currency L/C Issuer thereof. Each applicable Alternative Currency Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurodollar Rate Loans) or the applicable Letter of Credit each Alternative Currency L/C Issuer (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurodollar Rate Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Credit Lender or any applicable Letter of Credit an Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Credit Lender or such Letter of Credit Alternative Currency L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurodollar Rate Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Alternative Currency Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurodollar Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Alternative Currency Revolving Credit Loans that are LIBOR Borrowings of Eurodollar Rate Loans; and if the Administrative Agent and such Letter of Credit each Alternative Currency L/C Issuer consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.10, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (BioArray Solutions LTD)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Revolving Loans as Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent Agent, each Alternative Currency Tranche Lender and the each Multicurrency Revolving Credit LendersTranche Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each the applicable L/C Issuer issuing such Letter of Credit IssuerCredit. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Tranche Lender and each Multicurrency Revolving Tranche Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Alternative Currency Tranche Lender and each Multicurrency Revolving Tranche Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Eurocurrency Rate Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR such Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Tranche Lender, a Multicurrency Revolving Tranche Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made as Eurocurrency Rate Loans, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent Agent, the Alternative Currency Tranche Lenders and all applicable the Multicurrency Revolving Tranche Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Parent Borrower and the Revolving Lenders and (i) the Administrative Agent and the Revolving Lenders may amend the definition of Eurocurrency Rate for any non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit any L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and the Revolving Lenders and (i) the Administrative Agent and such L/C Issuer may amend the definition of Eurocurrency Rate for any non-LIBOR Quoted Currency to the extent necessary to add the applicable Eurocurrency Rate for such currency and (ii) to the extent the definition of Eurocurrency Rate reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder hereunder, for all purposes of any Letter with respect to Letters of Credit issuancesissued solely by such L/C Issuer. If the Administrative Agent shall fail to obtain consent of all applicable Lenders from any Alternative Currency Tranche Lender to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Parent Borrower, the Alternative Currency Tranche Lenders and the Multicurrency Revolving Tranche Lenders.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ventas, Inc.)

Additional Alternative Currencies. (a) The Borrower Company or the relevant Subsidiary Borrower, as the case may be, may from time to time request that LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR LoansLIBORTerm Rate Advances, such request shall be subject to the approval of the Administrative Agent and each of the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe relevant Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerrelevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer relevant Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer relevant Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit IssuerIssuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the relevant Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing LIBORTerm Rate Advances of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer the relevant Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the relevant Borrower.

Appears in 1 contract

Samples: Multicurrency Revolving Credit Agreement (American Tower Corp /Ma/)

Additional Alternative Currencies. (a) The Parent Borrower may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. .” In the case of any such request with respect to the making of LIBOR Multi-Currency Revolving Credit Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Multi-Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed to by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit each L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Multi-Currency Revolving Credit Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Multi-Currency Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit each L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in after its sole discretion) after receipt of such request as to whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multi-Currency Revolving Credit Lender or any applicable Letter of Credit a L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of clause (b) above shall be deemed to be a refusal by such Multi-Currency Revolving Credit Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multi-Currency Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Multi-Currency Revolving Credit Loans that are LIBOR Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit each L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Administrative Agent shall promptly so notify the Parent Borrower.

Appears in 1 contract

Samples: Credit Agreement (WP Prism Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request (each, a “Supplemental Request”) that the Revolving Credit Lenders provide one or more commitments for Eurocurrency Rate Loans that are LIBOR Loans to be made and/or Letters of Credit to be issued under the Revolving Credit Facility in a currency (each, a “Supplemental Currency”) other than those specifically listed in the definition of “Alternative Currency” at the time such request is made; provided that such the requested currency Supplemental Currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In Each Supplemental Request shall be (i) subject to the approval of the Administrative Agent and, in the case of any such request a Supplemental Request with respect to the making issuance of LIBOR LoansLetters of Credit, such request shall be subject to the approval of the Administrative Agent L/C Issuers and the Revolving Credit Lenders; and (ii) made in the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) Any such request shall be made writing to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of that the desired borrowing commitment in such Supplemental Currency would take effect (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request a Supplemental Request pertaining to Letters of Credit, the applicable Letter of Credit IssuerL/C Issuers, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the The Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereoffollowing its receipt of a Supplemental Request; and in the case of any such request a Supplemental Request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer L/C Issuers thereof. Each applicable Lender (in the case of any such request pertaining to No Revolving Credit Loans Lender shall be obligated to provide a commitment in a Supplemental Currency. Each Revolving Credit Lender that are LIBOR Loans) or the applicable Letter of Credit Issuer agrees to provide a commitment in a Supplemental Currency (in the case of a request pertaining to Letters of Crediteach, an “Authorizing Lender”) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request Supplemental Request whether it consents, agrees to provide a commitment for Eurocurrency Rate Loans in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) applicable Supplemental Currency. Any failure by any applicable an Authorizing Lender or any applicable Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Authorizing Lender or such Letter of Credit Issuer, as to provide a commitment in the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currencyapplicable Supplemental Currency. If the Administrative Agent and all applicable Lenders and, if applicable, the L/C Issuers consent to making a Supplemental Request, and one or more Revolving Credit Loans that are LIBOR Loans Lenders agree to provide a commitment in such requested currencythe applicable Supplemental Currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if Borrower, the Administrative Agent and the Borrower shall determine the date such Letter of Credit Issuer consent to commitment shall become effective (the issuance of Letters of Credit in such requested currency“Supplemental Tranche Effective Date”), the and any other terms relating thereto. The Administrative Agent shall so promptly distribute a revised Schedule 2.01 to each Revolving Credit Lender reflecting such new commitment and notify each Revolving Credit Lender of the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesSupplemental Tranche Effective Date. If the Administrative Agent shall fail to obtain any requisite consent of all to a Supplemental Request or no Revolving Credit Lender agrees to provide a commitment in the applicable Lenders to any request for an additional currency under this Section 1.14Supplemental Currency, the Administrative Agent shall promptly so notify the Borrower. Each Supplemental Request shall be made in the form of an addendum substantially in the form of Exhibit G (a “Supplemental Addendum”) and sent to the Administrative Agent and shall set forth the proposed Supplemental Currency and the other matters set forth on the form of Supplemental Addendum. As a condition precedent to the addition of a commitment in a Supplemental Currency to this Agreement: (i) each applicable Authorizing Lender must be able to make Revolving Credit Loans in the Supplemental Currency in accordance with applicable laws and regulations, (ii) each applicable Authorizing Lender providing a commitment in the Supplemental Currency and the Administrative Agent, and the L/C Issuers if its consent to the addition of such commitment is required, must execute the requested Supplemental Addendum, (iii) the Borrower must execute the Supplemental Addendum and (iv) any other documents or certificates that shall be reasonably requested by the Administrative Agent in connection with the addition of such commitment shall have been delivered to the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent. In connection with the addition of a commitment in a Supplemental Currency, the Administrative Agent, the Borrower and the Lenders with such commitments may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the Borrower, to implement the provisions of this Section, a copy of which shall be made available to each Lender. This Section shall supersede any provisions in Section 11.01 to the contrary to the extent necessary to give effect to this Section 1.08.

Appears in 1 contract

Samples: Credit Agreement (Corporate Property Associates 17 - Global INC)

Additional Alternative Currencies. (a) The Borrower Bidco and the Borrowers may from time to time request that Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. .” In the case of any such request with respect to the making of LIBOR Eurodollar Revolving Loans or Term Benchmark Revolving Loans, such request shall be subject to the approval of the Administrative Agent and all of the Revolving Credit Lenders; and in . In the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent Agent, the applicable Issuing Bank and each Letter all of Credit Issuerthe Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), ten (10) Business Days prior to the date of the desired borrowing Revolving Borrowing or issuance of Letters of Credit (or such other time or date as may be agreed to by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuereach Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in . In the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans) or the applicable Letter of Credit Issuer each Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five two (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in after its sole discretion) after receipt of such request as to whether it consents, in its sole discretion, to the making of Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of clause (b) above shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans in such requested currency, the Administrative Agent shall so notify Bidco and the Borrower Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans; and if . If the Administrative Agent and such Letter of Credit Issuer each Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify Bidco and the Borrower Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify Bidco and the BorrowerBorrowers.

Appears in 1 contract

Samples: Credit Agreement (Viasat Inc)

Additional Alternative Currencies. (a) The Borrower may Borrowers’ Agent may, from time to time time, request that Revolving Credit Loans that are LIBOR Loans a Loan to a ROW Borrower or ANZ Borrower be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of the term “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request (i) with respect to the making of LIBOR LoansLoans to a ROW Borrower or ANZ Borrower, such request shall be subject to the approval of the Administrative Agent and the each Lender with a Pro Rata Revolving Credit Lenders; Commitment or ANZ Revolving Credit Commitment, as applicable, and in the case of any such request (ii) with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit IssuerIssuer that will be required to issue Letters of Credit in such Alternative Currency. (b) Any such request with respect to an additional Alternative Currency shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) New York City time, 10 Business Days prior to the date of the desired borrowing Borrowing (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request with respect to Letters of Credit, each applicable Letter of Credit Issuer). The Agent shall promptly notify each Lender with a Pro Rata Revolving Credit Commitment or ANZ Revolving Credit Commitment, as applicable (in the case of any such request pertaining to Loans) and each applicable Letter of Credit Issuer (in the case of any such request pertaining to Letters of Credit). Each Lender with a Pro Rata Revolving Credit Commitment or ANZ Revolving Credit Commitment, the as applicable, or each applicable Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loansas applicable, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (11:00 a.m., New York City time), five (5) 10 Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans to a ROW Borrower or ANZ Borrower or the issuance of Letters of Credit, as the case may beapplicable, in such requested currency. (c) Any failure by any applicable a Lender or any applicable a Letter of Credit Issuer, as the case may beapplicable, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by of such Lender or such Letter of Credit Issuer, as the case may beapplicable, to permit Revolving Credit Loans that are LIBOR Loans to be made to a ROW Borrower or ANZ Borrower or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all the applicable Lenders or the applicable Letter of Credit Issuer, as applicable, consent to making Revolving of Loans to a ROW Borrower or ANZ Borrower or the issuance of Letters of Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Borrowers’ Agent and, upon amendment of this Agreement in such manner as shall be agreed by the Agent and the Borrowers’ Agent to implement the inclusion of such currency for such purposes, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility Currency” hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent made to the issuance of a ROW Borrower or ANZ Borrower or any Letters of Credit in such requested currencyCredit, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesas applicable. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.7, the Administrative Agent shall promptly so notify the BorrowerBorrowers’ Agent. Additionally, if at any time, any Lender(s) and/or any Letter of Credit Issuer(s) notify the Agent that they will no longer be able to extend Loans and/or issue Letters of Credit, as applicable, in an Alternative Currency approved pursuant to this Section 1.7, the Agent shall promptly notify the Borrowers’ Agent, and such Alternative Currency shall no longer be an “Alternative Currency” hereunder effective (i) in the case of any Loan or Letter of Credit to be made or issued after receipt of such notice, immediately after receipt thereof and (ii) otherwise, five Business Days after receipt of such notice. (d) For the avoidance of doubt, any notice requirements applicable to Loans made to ROW Borrowers or ANZ Borrowers or Letters of Credit in Alternative Currencies shall be substantially similar to those set forth in Sections 2.2 and 4.1(b) (with respect to EURIBOR Loans) and Section 2.4 (with respect to Letters of Credit) or on such other terms as are mutually agreed by the Agent (and, in the case of any Letters of Credit, each applicable Letter of Credit Issuer) and the Borrowers’ Agent. 74 [[5848018]][[DMS:6312716v7:05/07/2024--04:04 PM]] 4861-2153-1574 v.2

Appears in 1 contract

Samples: Credit Agreement (United Rentals North America Inc)

Additional Alternative Currencies. (a) The Parent Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”dollars; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Loans, such Such request shall be subject to the approval of the Administrative Agent and Agent; and, in the case of any such request with respect to Revolving Credit LendersLoans, each Revolving Lender; and and, in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall also be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) applicable Issuing Banks. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Borrowing or issuance of a Letter of Credit (or such other time or date as may be reasonably agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each Revolving Lender of the interest rate applicable Lender thereofto such Eligible Currency and the minimum denominations applicable to partial prepayments (or assignments); and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Banks thereof. Each applicable Revolving Lender (in the case of any such a request pertaining to Revolving Credit Loans that are LIBOR Loans) or shall notify the Administrative Agent, not later than 11:00 a.m., ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Loans in such requested currency. Any failure by Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Revolving Loans to be issued in such requested currency. The applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) . Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, an Issuing Bank to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, Issuing Bank to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent (and, in the case of any request with respect to Revolving Loans, each Revolving Lender) consents to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Parent Borrower and (A) the Administrative Agent and the Parent Borrower may amend the definition of Benchmark for any currency for which there is no published Benchmark with respect thereto to the extent necessary to add the applicable Benchmark for such currency and (B) to the extent the definition of Term SOFR reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent applicable Issuing Bank also consents to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.12, the Administrative Agent shall promptly so notify the Parent Borrower.

Appears in 1 contract

Samples: Credit Agreement (SMART Global Holdings, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans be made under the Aggregate Revolving A Commitments and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative LIBOR Quoted Currency” or “Non-LIBOR QuotedAlternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency RateAlternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the each Revolving Credit LendersA Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans, the Administrative Agent shall promptly notify each applicable Revolving A Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving A Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) seven Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving A Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving A Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving A Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans in such requested currency and the Administrative Agent and such Revolving A Lenders reasonably determine that a Eurocurrency Base Ratean appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent, such Revolving A Lenders and the Company may amend the definition of Eurocurrency Base Rate for any Non-LIBOR QuotedAlternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable Eurocurrency Base Raterate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Eurocurrency Base Rate reflects the appropriate interest rate for such currency orAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an a LIBOR Quotedan Alternative Currency under the applicable facility hereunder or a Non-LIBOR Quoted Currency, as applicable, for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and CHAR1\1812724v7 (A) the Administrative Agent, the L/C Issuer and the Company may amend the definition of Eurocurrency Base Rate for any Non-LIBOR QuotedAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable Eurocurrency Base Raterate for such currency and any applicable adjustment for such rate and (B) to the extent the definition of Eurocurrency Base Rate reflects the appropriate interest rate for such currency orAlternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an a LIBOR Quotedan Alternative Currency hereunder or a Non-LIBOR Quoted Currency, as applicable, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Credit Agreement (EnerSys)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Alternative Currency Revolving Credit Loans that are LIBOR Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars and those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Alternative Currency Revolving Loans, such request shall be subject to the approval of the Administrative Agent and each of the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Event (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Alternative Currency Revolving Lender (in the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Alternative Currency Revolving Credit Loans that are LIBOR Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Alternative Currency Revolving Credit Loans that are LIBOR Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Alternative Currency Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Alternative Currency Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Bank consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Mylan Inc.)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of "Alternative Currency"; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the applicable L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerL/C Issuer(s), in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer L/C Issuer(s) thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)10:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders may amend the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (x) the Administrative Agent and the applicable L/C Issuer may amend the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (y) to the extent the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Cisco Systems, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Loans under the Revolving Credit Loans that are LIBOR Loans Facility or any Incremental Revolving Tranche Facility be made and/or Letters of Credit and/or Bankers’ Acceptances be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR LoansLoans under the Revolving Credit Facility, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders, including specification by the Administrative Agent of a reasonable Minimum Principal Amount for such Alternative Currency under such Facility; in the case of any such request with respect to the making of Loans under any Incremental Revolving Tranche Facility, such request shall be subject to the approval of the Administrative Agent and the Incremental Revolving Tranche Lenders under such Facility, including specification by the Administrative Agent of a reasonable Minimum Principal Amount for such Alternative Currency under such Facility; and in the case of any such request with respect to the issuance of Letters of Credit under theor Bankers’ Acceptances, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe L/C Issuers. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the applicable Letter of Credit IssuerL/C Issuers, in its or their sole discretion). In the case of any such request pertaining to Loans under the Revolving Credit Loans that are LIBOR LoansFacility, the Administrative Agent shall promptly notify each applicable Revolving Credit Lender thereofthereof and of the proposed Minimum Principal Amount therefor; in the case of any such request pertaining to Loans under any Incremental Revolving Tranche Facility, the Administrative Agent shall promptly notify each Incremental Revolving Tranche Lender under such Facility thereof and of the proposed Minimum Principal Amount therefor; and in the case of any such request pertaining to Letters of CreditCredit or Bankers’ Acceptances, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Revolving Credit Lender (in the case of any such request pertaining to Loans under the Revolving Credit Facility), each Incremental Revolving Tranche Lender (in the case of any such request pertaining to Loans that are LIBOR Loansunder an Incremental Revolving Tranche Facility) or the applicable Letter of Credit each L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of CreditCredit or Bankers’ Acceptances, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Credit Lender, an Incremental Revolving Tranche Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Credit Lender, such Incremental Revolving Tranche Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit or Bankers’ Acceptances to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Loans under the Revolving Credit Facility; if the Administrative Agent and all the Incremental Revolving Tranche Lenders under the relevant Incremental Revolving Tranche Facility consent to making Loans that are LIBOR Loansin such requested currency thereunder, the Administrative Agent shall so notify the Company and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Alternative Currency Loans under such Incremental Revolving Tranche Facility; and if the Administrative Agent and such Letter of Credit Issuer the L/C Issuers consent to the issuance of Letters of Credit or Bankers’ Acceptances in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon and thereafter be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit or Bankers’ Acceptance issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14subsection 1.4, the Administrative Agent shall promptly so notify the BorrowerCompany. (d) For the avoidance of doubt, the parties hereto acknowledge and agree that this Section 1.4 shall not apply to the Revolving Euro Tranche Facility or the Revolving Yen Tranche Facility. (e) Notwithstanding anything to the contrary herein, including in Section 11.1, in order to implement any Alternative Currency approved in accordance with this Section 1.4, the Administrative Agent and the Company may make any technical or operational changes to this Agreement as may be reasonably necessary, in the reasonable judgment of the Administrative Agent, without any further consent from any Lender or L/C Issuer so long as the Administrative Agent, in its sole discretion, determines that such an amendment is merely technical and operational in nature, reasonably necessary for the implementation and administration of the Alternative Currency and does not adversely affect any material interests of the relevant Lenders.

Appears in 1 contract

Samples: Credit Agreement (Graphic Packaging Holding Co)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time after the Closing Date request that Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans be made and/or Multicurrency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Multicurrency Revolving Credit Loans that are Eurocurrency RateAlternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Multicurrency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Multicurrency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request referenced in Section 1.06(a) shall be made to the Administrative Agent not later than 11:00 a.m., ten six (106) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date requested by the Company and as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Multicurrency Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole solereasonable discretion). In the case of any such request pertaining to Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans, the Administrative Agent shall promptly notify each applicable Multicurrency Revolving Credit Lender thereof; and in the case of any such request pertaining to Multicurrency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Multicurrency Revolving Credit Lender (in the case of any such request pertaining to Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Multicurrency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., two (New York City time), five (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Multicurrency Revolving Credit Loans that are LIBOR Loans Eurocurrency RateAlternative Currency Loans, or the issuance of Multicurrency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Multicurrency Revolving Credit Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Multicurrency Revolving Credit Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency RateAlternative Currency Loans to be made or Multicurrency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Multicurrency Revolving Credit Lenders consent to making Multicurrency Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans inAlternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if (i) the Administrative Agent and such Letter Multicurrency Revolving Credit Lenders may amend the definition of Credit Issuer consent Alternative Currency Daily Rate or Alternative Currency Term Rate to the issuance extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Letters of Credit in Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Revolving Credit Borrowings of Eurocurrency RateAlternative Currency Loans; and if the Administrative Agent and the L/C Issuer consent to the issuance of Multicurrency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Company and (iii) the Administrative Agent and the L/C Issuer may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (iv) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Multicurrency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Refinancing Amendment (Hologic Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit LendersBanks; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each the applicable Fronting Bank issuing such Letter of Credit IssuerCredit. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date Drawdown Date of the desired borrowing Alternative Currency Loan or issuance of the desired Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerFronting Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender Bank thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer each Fronting Bank thereof. Each applicable Lender Bank (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer each Fronting Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable Lender a Bank or any applicable Letter of Credit Issuera Fronting Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender Bank or such Letter of Credit IssuerFronting Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders the Banks consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Agent and such Banks reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Agent and such Banks may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate and the definition of Relevant Rate, in each case, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate have been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if the Administrative Agent and such Letter of Credit Issuer any Fronting Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Agent and such Fronting Bank may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate, in each case, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, and the definition of Relevant Rate have been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances solely by such Fronting Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14§1.4, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Boston Properties LTD Partnership)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the last sentence of the immediately preceding paragraph shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Alternative Currency Loans and the Administrative Agent and such Revolving Credit Loans Lenders reasonably determine that are LIBOR Loans in an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Revolving Lenders may amend the definition Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Revolving Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and (x) the Administrative Agent and the L/C Issuer may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (y) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Methode Electronics Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”dollars; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Loans, such Such request shall be subject to the approval of the Administrative Agent and Agent; and, in the case of any such request with respect to Revolving Credit LendersLoans, each Revolving Lender; and and, in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall also be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) applicable Issuing Banks. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Borrowing or issuance of a, extension or increase of any Letter of Credit to be issued in such currency (or such other time or date as may be reasonably agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Banks, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each Revolving Lender of the interest rate applicable Lender thereofto such Eligible Currency and the minimum denominations applicable to partial prepayments (or assignments); and in the case of any such request pertaining to Letters of Credit, the the). The Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Banks thereof. Each applicable Revolving Lender (in the case of any such a request pertaining to Revolving Credit Loans that are LIBOR Loans) or shall notify the Administrative Agent, not later than 11:00 a.m., ten (10) Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Loans in such requested currency. Any failure by Revolving Lender to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Revolving Lender to permit Revolving Loans to be issued in such requested currency. The applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) . Any failure by any applicable Lender or any applicable Letter of Credit Issuer, as the case may be, an Issuing Bank to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuer, as the case may be, Issuing Bank to permit Revolving Credit Loans that are LIBOR Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable Lenders consent (and, in the case of any request with respect to Revolving Loans, each Revolving Lender) consents to making Revolving Loans applicable Issuing Bank consent to the issuance of Letters of Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower and (A) the Administrative Agent, the applicable Issuing Bank and the Borrower may amend the definition of LIBO Rate for any currency for which there is no published LIBO Rate with respect theretothis Agreement to the extent necessary to add the applicable LIBOinterest Rrate for such currency and (B) to the extent the definition of LIBO Ratethis Agreement reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent applicable Issuing Bank also consents to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder hereunder, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.12, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (EverCommerce Inc.)

Additional Alternative Currencies. (a) The Borrower 4. Xxxxxxx-Xxxxxx International may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made to the Revolving Borrowers and/or Letters of Credit be issued under for the accounts of the Revolving Credit Facility Borrowers in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into DollarsDollars and that the making of Loans in such currency by the Global Lenders would not be prohibited by applicable law. In the case of any such request with respect to the making of LIBOR LoansEurocurrency Rate Loans to the Revolving Borrowers, such request shall be subject to the approval of the Administrative Agent and each of the Revolving Credit Global Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under thefor the account of the Revolving Borrowers, such request shall be subject to the approval of the Administrative Agent and each Letter the L/C Issuer issuing Letters of Credit Issuerfor the accounts of the Revolving Borrowers. (ba) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) twenty Business Days prior to the date of the desired borrowing Credit Extension to the Revolving Borrowers (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of CreditCredit for the accounts of the Revolving Borrowers, the applicable Letter L/C Issuer issuing Letters of Credit Issuerfor the accounts of the Revolving Borrowers, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Global Lender thereof; and in the case of any such request pertaining to Letters of CreditCredit for the accounts of the Revolving Borrowers, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Global Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter L/C Issuer issuing Letters of Credit Issuer for the accounts of the Revolving Borrowers (in the case of a request pertaining to Letters of CreditCredit for the accounts of the Revolving Borrowers) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR such Eurocurrency Rate Loans or the issuance of such Letters of Credit, as the case may be, in such requested currency. (cb) Any failure by any applicable a Global Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Global Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit for the accounts of the Revolving Borrowers to be issued in such requested currency. If the Administrative Agent and all applicable the Global Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Xxxxxxx-Xxxxxx International and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and the L/C Issuer issuing Letters of Credit for the accounts of the Revolving Borrowers consent to the issuance of Letters of Credit for the accounts of the Revolving Borrowers in such requested currency, the Administrative Agent shall so notify Xxxxxxx-Xxxxxx International and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any such Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Administrative Agent shall promptly so notify the BorrowerXxxxxxx-Xxxxxx International.

Appears in 1 contract

Samples: Credit Agreement (Mettler Toledo International Inc/)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under the, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (iii) the Administrative Agent and the L/C Issuer may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (iv) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.09, the Administrative Agent shall promptly so notify the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Ameresco, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Alternative Currency Revolving Credit Loans that are LIBOR Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than Dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Alternative Currency Revolving Loans, such request shall be subject to the approval of the Revolving Administrative Agent and each of the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Revolving Administrative Agent and each Letter of Credit Issuerthe applicable Issuing Bank. (b) Any such request shall be made to the Revolving Administrative Agent not later than 11:00 a.m., ten 2:00 p.m. New York City time five (105) Business Days prior to the date of the desired borrowing Credit Event (or such other time or date as may be agreed by the Revolving Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans, the Revolving Administrative Agent shall promptly notify each applicable Lender thereofRevolving Lender; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Revolving Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereofIssuing Bank. Each applicable Revolving Lender (in the case of any such request pertaining to Alternative Currency Revolving Credit Loans that are LIBOR Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Revolving Administrative Agent, not later than 12:00 2:00 p.m. (New York City time), five one (51) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) Day after receipt of such request whether it consents, in its sole discretion, to the making of Alternative Currency Revolving Credit Loans that are LIBOR Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Alternative Currency Revolving Credit Loans that are LIBOR Loans to be made in such requested currency or Alternative Currency Letters of Credit to be issued in such requested currency. If the Revolving Administrative Agent and all applicable the Revolving Lenders consent to making Alternative Currency Revolving Credit Loans that are LIBOR Loans in such requested currency, the Revolving Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Revolving Credit Loans that are LIBOR Loans; and if the Administrative Agent and such Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of Alternative Currency Revolving Loans; and if the Revolving Administrative Agent and the applicable Issuing Bank consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Revolving Administrative Agent shall so notify the Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuancesissuances by such Issuing Bank. If the Revolving Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.07, the Revolving Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Credit Agreement (Dole PLC)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit the L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other earlier time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit L/C Issuer thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit the L/C Issuer, as the case may be, to respond to such request within the time period specified in the last sentence of the immediately preceding paragraph shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit the L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Alternative Currency Loans and the Administrative Agent and such Revolving Credit Loans Lenders reasonably determine that are LIBOR Loans in an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Company and (i) the Administrative Agent and such Revolving Lenders may amend the definition Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, reflects the appropriate interest rate for such currency or has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Revolving Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and (x) the Administrative Agent and the L/C Issuer may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (y) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Second Amendment to Second Amended and Restated Credit Agreement (Methode Electronics Inc)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR constituting Eurocurrency Rate Loans or SONIA Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans or SONIA Loans, such request shall be subject to the approval of the Revolving Facility Administrative Agent and the Revolving each Lender that would be obligated to make Credit LendersExtensions denominated in such requested currency; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Revolving Facility Administrative Agent and each Letter of Credit the Applicable L/C Issuer. (b) Any such request shall be made to the Revolving Facility Administrative Agent not later than 11:00 a.m., ten (10) 15 Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Revolving Facility Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Applicable L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or SONIA Loans, the Revolving Facility Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Revolving Facility Administrative Agent shall promptly notify the applicable Letter of Credit Issuer thereofApplicable L/C Issuer. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Eurocurrency Rate Loans that are LIBOR or SONIA Loans) or the applicable Letter of Credit Applicable L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Revolving Facility Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Eurocurrency Rate Loans that are LIBOR or SONIA Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit the Applicable L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit the Applicable L/C Issuer, as the case may be, to permit Revolving Credit Eurocurrency Rate Loans that are LIBOR or SONIA Loans to be made or Letters of Credit to be issued in such requested currency. If the Revolving Facility Administrative Agent and all applicable the Lenders that would be obligated to make Credit Extensions denominated in such requested currency consent to making Revolving Credit Eurocurrency Rate Loans that are LIBOR or SONIA Loans in such requested currency, the Revolving Facility Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Eurocurrency Rate Loans that are LIBOR or SONIA Loans; and if the Revolving Facility Administrative Agent and such Letter of Credit the Applicable L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Revolving Facility Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Revolving Facility Administrative Agent shall fail to obtain the requisite consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Revolving Facility Administrative Agent shall promptly so notify the BorrowerCompany.

Appears in 1 contract

Samples: Incremental Joinder (SS&C Technologies Holdings Inc)

Additional Alternative Currencies. (a) The Borrower Borrowers may from time to time request that Revolving Credit Loans that are LIBOR to be made as Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those Dollars or a currency that is specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Revolving Loans as Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenderseach Alternative Currency Tranche Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each the applicable L/C Issuer issuing such Letter of Credit IssuerCredit. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date (but not less than eleven (11) Business Days prior) as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Tranche Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each L/C Issuer thereof. Each applicable Alternative Currency Tranche Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR to be made as Alternative Currency Loans) or the applicable Letter of Credit L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Tranche Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Loans to be made as Alternative Currency Loans, or Letters of Credit to be issued issued, in such requested currency. If the Administrative Agent and all applicable Alternative Currency Tranche Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency, and the Administrative Agent and the Alternative Currency Tranche Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower Borrowers and the Alternative Currency Tranche Lenders and (i) the Administrative Agent and the Alternative Currency Tranche Lenders may amend the definition of Alternative Currency Daily Rate and/or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate and/or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR to be made as Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer all L/C Issuers consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Borrowers and (i) the Administrative Agent and the L/C Issuers may amend the definition of Alternative Currency Daily Rate and/or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate and/or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerBorrowers and the Alternative Currency Tranche Lenders.

Appears in 1 contract

Samples: Credit Agreement (Sabra Health Care REIT, Inc.)

Additional Alternative Currencies. (a) The A Borrower may from time to time request that Revolving Credit Loans that are LIBOR Alternative Currency Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe Issuing Bank. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten twenty (1020) Business Days prior to the date of the desired borrowing Drawdown Date (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerIssuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit Issuerthe Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit Issuerthe Issuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify BGI and (i) the Borrower Administrative Agent and such Lenders may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (ii) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer the Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify BGI and (iii) the Borrower Administrative Agent and the Issuing Bank may amend the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate and (iv) to the extent the definition of Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder Currency, for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerBGI.

Appears in 1 contract

Samples: Credit Agreement (Barnes Group Inc)

Additional Alternative Currencies. (a) The Borrower Parent may from time to time request that Revolving Credit Loans that are LIBOR and/or US Swing Line Loans be made made, and/or Letters of Credit be issued under the Revolving Credit Facility issued, in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than US Dollars) that is readily available and freely transferable and convertible into US Dollars. In the case of any such request with respect to the making of LIBOR Revolving Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders; in the case of any such request with respect to the making of US Swing Line Loans, such request shall be subject to the approval of the Administrative Agent and the US Swing Line Lender; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe L/C Issuers. (b) Any such request pertaining to Revolving Loans shall be made to the Administrative Agent not later than 11:00 a.m., twenty (20) Business Days prior to the date of the desired Credit Extension (or such other time or date as may be agreed by the Administrative Agent). Any such request pertaining to US Swing Line Loans and Letters of Credit shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuer, in its or their sole discretionAgent). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans, the Administrative Agent shall promptly notify each applicable Lender thereof; in the case of any such request pertaining to US Swing Line Loans, the Administrative Agent shall promptly notify the US Swing Line Lender thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer L/C Issuers thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Loans), the US Swing Line Lender (in the case of any such request pertaining to US Swing Line Loans) or the applicable Letter of Credit Issuer L/C Issuers (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, Agent not later than 12:00 p.m. 11:00 a.m., ten (New York City time), five (510) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Loans, the making of US Swing Line Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender, the US Swing Line Lender or any applicable Letter of Credit a L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph Section shall be deemed to be a refusal by such Lender, the US Swing Line Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR or US Swing Line Loans to be made made, or Letters of Credit to be issued by such L/C Issuer, as the case may be, in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Loans in such requested currency, the Administrative Agent shall so notify the Borrower Parent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans; if the Administrative Agent and the US Swing Line Lender consent to the making of US Swing Line Loans that are LIBOR in such requested currency, the Administrative Agent shall so notify the Parent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Borrowings of US Swing Line Loans; and if the Administrative Agent and such Letter of Credit any L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Parent and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by the L/C Issuer that consented to such currency (but shall not be an Alternative Currency for purposes of any Letter of Credit issued by any L/C Issuer that did not consent to such currency). If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerParent. Any specified currency of an Existing Letter of Credit that is neither US Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Credit Agreement (Brightpoint Inc)

Additional Alternative Currencies. (a) The Borrower Bidco and the Borrowers may from time to time request that Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than dollars or those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. .” In the case of any such request with respect to the making of LIBOR Eurodollar Revolving Loans or Term Benchmark Revolving Loans, such request shall be subject to the approval of the Administrative Agent and all of the Revolving Credit Lenders; and in . In the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent Agent, the applicable Issuing Bank and each Letter all of Credit Issuerthe Revolving Lenders. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m.a.m. (New York City time), ten (10) Business Days prior to the date of the desired borrowing Revolving Borrowing or issuance of Letters of Credit (or such other time or date as may be agreed to by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuereach Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans, the theThe Administrative Agent shall promptly notify each applicable Revolving Lender thereof; and in . In the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer Issuing Bank thereof. Each applicable Revolving Lender (in the case of any such request pertaining to Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans) or the applicable Letter of Credit Issuer each Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. 11:00 a.m. (New York City time), five two (52) Business Days (or such other period of time as may be agreed by the Administrative Agent in after its sole discretion) after receipt of such request as to whether it consents, in its sole discretion, to the making of Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Revolving Lender or any applicable Letter of Credit Issueran Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph last sentence of clause (b) above shall be deemed to be a refusal by such Revolving Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Revolving Lenders consent to making Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans in such requested currency, the Administrative Agent shall so notify Bidco and the Borrower Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Eurodollar Revolving Credit Loans that are LIBOR or Term Benchmark Revolving Loans; and if . If the Administrative Agent and such Letter of Credit Issuer each Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify Bidco and the Borrower Borrowers and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.08, the Administrative Agent shall promptly so notify Bidco and the BorrowerBorrowers.

Appears in 1 contract

Samples: Credit Agreement (Viasat Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Alternative Currency Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Alternative Currency Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Alternative Currency Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Alternative Currency L/C Issuer. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Alternative Currency Letters of Credit, the applicable Letter of Credit each Alternative Currency L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Alternative Currency Revolving Credit Lender thereof; and in the case of any such request pertaining to Alternative Currency Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit each Alternative Currency L/C Issuer thereof. Each applicable Alternative Currency Revolving Credit Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit each Alternative Currency L/C Issuer (in the case of a request pertaining to Alternative Currency Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Alternative Currency Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable an Alternative Currency Revolving Credit Lender or any applicable Letter of Credit an Alternative Currency L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Alternative Currency Lender or such Letter of Credit Alternative Currency L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Alternative Currency Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Alternative Currency Revolving Credit Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing of Alternative Currency Revolving Credit Loans that are LIBOR Borrowings of Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit each Alternative Currency L/C Issuer consent to the issuance of Alternative Currency Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Alternative Currency Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.14, the Administrative Agent shall promptly so notify the Borrower.Credit

Appears in 1 contract

Samples: Credit Agreement (Biolectron, Inc.)

Additional Alternative Currencies. (a) The Borrower Company may from time to time request that Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; ;” provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to the making of LIBOR Eurocurrency Rate Loans, such request shall be subject to the approval of the Administrative Agent and the Revolving Credit Lenders, including specification by the Administrative Agent of a reasonable Minimum Principal Amount for such Alternative Currency; and in the case of any such request with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuerthe L/C Issuers. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) Business Days prior to the date of the desired borrowing Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit IssuerL/C Issuers, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans, the Administrative Agent shall promptly notify each applicable Lender thereofthereof and of the proposed Minimum Principal Amount therefor; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer L/C Issuers thereof. Each applicable Lender (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans) or the applicable Letter of Credit each L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender or any applicable Letter of Credit an L/C Issuer, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit L/C Issuer, as the case may be, to permit Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders consent to making Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Committed Borrowings of Revolving Credit Loans that are LIBOR Eurocurrency Rate Loans; and if the Administrative Agent and such Letter of Credit Issuer the L/C Issuers consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the ActiveUS 170689984v.4 Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.06, the Administrative Agent shall promptly so notify the BorrowerCompany. Any specified currency of an Existing Letter of Credit that is neither Dollars nor one of the Alternative Currencies specifically listed in the definition of “Alternative Currency” shall be deemed an Alternative Currency with respect to such Existing Letter of Credit only.

Appears in 1 contract

Samples: Revolving Credit Agreement (Hasbro Inc)

Additional Alternative Currencies. (a) The Borrower may from time to time request that Alternative Currency Loans under the Revolving Credit Loans that are LIBOR Loans Facility be made and/or Letters of Credit be issued under the Revolving Credit Facility in a currency other than those specifically listed in the definition of “Alternative Currency”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollarsan Eligible Currency. In the case of any such request (i) with respect to the making of LIBOR Alternative Currency Loans, such request shall be subject to the approval of the Administrative Agent and the Lenders under the Revolving Credit Lenders; Facility, and in the case of any such request (ii) with respect to the issuance of Letters of Credit under theCredit, such request shall be subject to the approval of the Administrative Agent and each Letter the applicable Issuing Bank. Any such request shall include the Borrower’s proposed initial Alternative Currency Sublimit and initial amount of Credit Issuerthe Lenders’ aggregate Other Alternative Currency Commitments with respect to the relevant Alternative Currency. (b) Any such request shall be made to the Administrative Agent not later than 11:00 a.m., ten (10) 20 Business Days prior to the date of the desired borrowing Borrowing or LC Credit Extension (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, the applicable Letter of Credit Issuerrelevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans, the Administrative Agent shall promptly notify each applicable Lender under the Revolving Facility thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the applicable Letter of Credit Issuer relevant Issuing Bank thereof. Each applicable Lender under the Revolving Facility (in the case of any such request pertaining to Revolving Credit Loans that are LIBOR Alternative Currency Loans) or the applicable Letter of Credit Issuer relevant Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 12:00 p.m. (New York City time)11:00 a.m., five (5) ten Business Days (or such other period of time as may be agreed by the Administrative Agent in its sole discretion) after receipt of such request whether it consents, in its sole discretion, to the making of Revolving Credit Loans that are LIBOR Alternative Currency Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any applicable a Lender under the Revolving Facility or any applicable Letter of Credit Issuerthe relevant Issuing Bank, as the case may be, to respond to such request within the time period specified in the preceding paragraph sentence shall be deemed to be a refusal by such Lender or such Letter of Credit IssuerIssuing Bank, as the case may be, to permit Revolving Credit Loans that are LIBOR Alternative Currency Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and all applicable the Lenders under the Revolving Facility consent to making Revolving Credit Loans that are LIBOR Alternative Currency Loans in such requested currency and the Administrative Agent and such Lenders reasonably determine that an appropriate interest rate is available to be used for such requested currency, the Administrative Agent shall so notify the Borrower and (i) the Administrative Agent and such Lenders, in consultation with the Borrower, shall establish the Alternative Currency Sublimit and the Other Alternative Currency Commitments for such currency and may amend the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate” to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate, and (ii) to the extent the Alternative Currency Sublimit and the Other Alternative Currency Commitments for such currency have been established and the definition of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate”, as applicable, has been amended to reflect the appropriate rate for such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency under the applicable facility hereunder for purposes of any borrowing Borrowings of Revolving Credit Loans that are LIBOR Alternative Currency Loans; and if . If the Administrative Agent and such Letter of Credit Issuer the applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and (1) the Borrower and the relevant Issuing Banks may amend this Agreement to add such currency and (2) to the extent this Agreement has been amended to reflect such currency, such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuancesissuances by such Issuing Bank. If the Administrative Agent shall fail to obtain consent of all applicable Lenders to any request for an additional currency under this Section 1.141.12, the Administrative Agent shall promptly so notify the Borrower. For the avoidance of doubt, nothing in this Section 1.12 shall be deemed to permit any Letter of Credit to be issued in an Alternative Currency by any Issuing Bank other than Bank of America (or any successor thereto as otherwise provided herein).

Appears in 1 contract

Samples: Credit Agreement (Borgwarner Inc)

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