Additional Currencies. (a) The Borrower may from time to time request that RC Facility Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currencies; provided that such currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank. (b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten Business Days prior to the date of the desired Borrowing or issuance of Letters 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, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereof. Each RC Facility Lender (in the case of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m., New York City time, one Business Day after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, in such requested currency. (c) Any failure by any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender or such Issuing Bank, as the case may be, to permit RC Facility Loans to be made or Letters of Credit to be issued, as applicable, in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders consent to making RC Facility Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.11, the Administrative Agent shall promptly so notify the Borrower in writing.
Appears in 4 contracts
Samples: First Lien Credit Agreement (Clarios International Inc.), First Lien Credit Agreement (Clarios International Inc.), First Lien Credit Agreement (Clarios International Inc.)
Additional Currencies. (a) The Lead Borrower may from time to time request that RC Facility Revolving Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign CurrenciesDollars; provided that each such currency is a lawful currency that is readily available and available, freely transferable and convertible not restricted and able to be converted into Dollars. In the case of any such request with respect to (i) the making of RC Facility Revolving Loans, such request shall be subject to the approval of the Administrative Agent and all each Revolving Lender; and in the case of the RC Facility Lenders and (ii) any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankL/C Issuer.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten twenty (20) Business Days prior to the date of the desired Borrowing or issuance of Letters of 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, each applicable Issuing Bankthe L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Revolving Loans, the Administrative Agent shall promptly notify each RC Facility Revolving Lender thereof thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank L/C Issuers thereof. Each RC Facility Revolving Lender (in the case of any such request pertaining to RC Facility Revolving Loans) or the applicable Issuing Bank L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one ten (10) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by any RC Facility a Revolving Lender or Issuing Bankthe L/C Issuer, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Revolving Lender or such Issuing Bankthe L/C Issuer, as the case may be, to permit RC Facility Revolving Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Lenders consent to making RC Facility 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 Lead Borrower and, upon the Lead Borrower’s consent to the appropriate interest rate, (i) the Administrative Agent, such Revolving Lenders or the Lead Borrower may amend this Agreement to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate (and any other administrative changes in writing the Administrative Agent’s reasonable discretion in consultation with the Lead Borrower) and (ii) to the extent this Agreement 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 solely available currency for purposes of any Borrowings of RC Facility Loans and (ii) Revolving Loans. If the Administrative Agent and each applicable Issuing Bank the L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Lead Borrower and (i) the Administrative Agent, the L/C Issuer or the Lead Borrower may amend this Agreement to the extent necessary to add the applicable rate for such currency and any applicable adjustment for such rate (and any other administrative changes in writing the Administrative Agent’s reasonable discretion in consultation with the Lead Borrower) and (ii) to the extent this Agreement 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 solely available currency for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of Creditissuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.8, the Administrative Agent shall promptly so notify the Borrower in writingLead Borrower.
Appears in 3 contracts
Samples: Loan Agreement (Western Digital Corp), Loan Agreement (Western Digital Corp), Loan Agreement (Western Digital Corp)
Additional Currencies. (a) The Borrower Borrowers may from time to time request that RC Facility Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currencies; provided that such currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten fifteen Business Days prior to the date of the desired Borrowing or issuance of Letters 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, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereof. Each RC Facility Lender (in the case of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m., New York City time, one Business Day after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender or such Issuing Bank, as the case may be, to permit RC Facility Loans to be made or Letters of Credit to be issued, as applicable, in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders consent to making RC Facility Loans in such requested currency, the Administrative Agent shall so notify the Lead Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Lead Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Lead Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.11, the Administrative Agent shall promptly so notify the Lead Borrower in writing.
Appears in 2 contracts
Samples: Abl Credit Agreement (Clarios International Inc.), Abl Credit Agreement (Clarios International Inc.)
Additional Currencies. (a) The Borrower may from time to time request that RC Facility Revolving Credit Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign CurrenciesDollars; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and all the Revolving Credit Lenders; and, in the case of the RC Facility Lenders and (ii) any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankL/C Issuer.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, a.m. ten (10) Business Days prior to the date of the desired Borrowing or issuance of Letters 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, each applicable Issuing Bankthe relevant L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Revolving Credit Loans, the Administrative Agent shall promptly notify each RC Facility Revolving Credit Lender thereof and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereofthe relevant L/C Issuer. Each RC Facility such Revolving Credit Lender (in the case of any such request pertaining to RC Facility Revolving Credit Loans) or the applicable Issuing Bank L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one five (5) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Revolving Credit Loans or the issuance of Letters of Credit, as the case may be, in such the requested currency.
(c) . Any failure by any RC Facility Revolving Credit Lender or Issuing Bankany L/C Issuer, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause paragraph (b) above shall be deemed to be a refusal by such RC Facility Revolving Credit Lender or such Issuing BankL/C Issuer, as the case may be, to permit RC Facility Revolving Credit Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Credit Lenders that would be obligated to make Revolving Credit Loans denominated in such requested currency consent to making RC Facility Revolving Credit Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing Borrower; and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) if the Administrative Agent and each applicable Issuing Bank the relevant L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditBorrower. If the Administrative Agent shall fail to obtain the requisite consent to any request for an additional currency under this Section 1.112.21, the Administrative Agent shall promptly so notify the Borrower in writingBorrower.
Appears in 2 contracts
Samples: First Lien Credit Agreement (ZoomInfo Technologies Inc.), First Lien Credit Agreement (ZoomInfo Technologies Inc.)
Additional Currencies. (a) The Each Borrower may from time to time request that RC Facility Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currenciesthose specifically listed under Section 2.08; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollarsdollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such Such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) . Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., 12:00 p.m. New York City time, ten Business Days prior to the date of the desired Borrowing or issuance of Letters requested Letter of Credit (or such other 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, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the The Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereof. Each RC Facility Lender (in the case of any such request pertaining to RC Facility Loans) or the The applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m., 12:00 p.m. New York City time, one five Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.
(c) . Any failure by any RC Facility Lender or the applicable Issuing Bank, as the case may be, Bank to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender or such Issuing Bank, as Bank to issue the case may be, to permit RC Facility Loans to be made or requested Letters of Credit to be issued, as applicable, in such requested currencycurrency at that time. If (i) the Administrative Agent and all of the RC Facility Lenders consent to making RC Facility Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditBorrower. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.07, the Administrative Agent shall promptly so notify the Borrower in writingapplicable Borrower.
Appears in 1 contract
Samples: Credit Agreement (Charles River Laboratories International Inc)
Additional Currencies. (ai) The Borrower may from time to time request that RC Facility Revolving Credit Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign CurrenciesDollars; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Revolving Credit Loans, such request shall be subject to the approval of the Administrative Agent and all the Revolving Credit Lenders; and, in the case of the RC Facility Lenders and (ii) any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankL/C Issuer.
(bii) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, a.m. ten (10) Business Days prior to the date of the desired Borrowing or issuance of Letters 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, each applicable Issuing Bankthe relevant L/C Issuer, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Revolving Credit Loans, the Administrative Agent shall promptly notify each RC Facility Revolving Credit Lender thereof and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereofthe relevant L/C Issuer. Each RC Facility such Revolving Credit Lender (in the case of any such request pertaining to RC Facility Revolving Credit Loans) or the applicable Issuing Bank L/C Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one five (5) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Revolving Credit Loans or the issuance of Letters of Credit, as the case may be, in such the requested currency.
(c) . Any failure by any RC Facility Revolving Credit Lender or Issuing Bankany L/C Issuer, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause paragraph (b) above shall be deemed to be a refusal by such RC Facility Revolving Credit Lender or such Issuing BankL/C Issuer, as the case may be, to permit RC Facility Revolving Credit Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Credit Lenders that would be obligated to make Revolving Credit Loans denominated in such requested currency consent to making RC Facility Revolving Credit Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing Borrower; and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) if the Administrative Agent and each applicable Issuing Bank the relevant L/C Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditBorrower. If the Administrative Agent shall fail to obtain the requisite consent to any request for an additional currency under this Section 1.112.21, the Administrative Agent shall promptly so notify the Borrower in writingBorrower.
Appears in 1 contract
Samples: First Lien Credit Agreement (ZoomInfo Technologies Inc.)
Additional Currencies. (a) i. The Borrower may from time to time request that RC Facility Revolving Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign CurrenciesDollars; provided that such currency is (A) a lawful currency that is readily available and freely transferable and convertible into Dollars, (B) dealt with in the London or other applicable offshore interbank deposit market and (C) a currency for which no central bank or other governmental authorization in the country of issue of such currency is required to give authorization for the use of such currency by any Lender for making Loans or any Issuing Bank for issuing Letters of Credit, as applicable, unless such authorization has been obtained and remains in full force and effect. In the case of any such request with respect to (i) the making of RC Facility Revolving Loans, such request shall be subject to the approval of the Administrative Agent and all the Revolving Lenders, and in the case of the RC Facility Lenders and (ii) any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) ii. Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time(i) with respect to a request for an Alternative Currency for Revolving Loans, ten twenty (20) Business Days prior to the date of the desired Borrowing (or such other time or date as may be agreed by the Administrative Agent in its sole discretion) or (ii) with respect to a request for an Alternative Currency for issuance of Letters of Credit, five (5) Business Days prior to the date of the desired Letter of Credit (or such other time or date as may be agreed by the applicable Issuing Bank, in its sole discretion with notice to the Administrative Agent). In the case of any such request pertaining to Revolving Loans, the Administrative Agent and, shall promptly notify each Revolving Lender thereof; and in the case of any such request pertaining to Letters of Credit, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereof. Each RC Facility Revolving Lender (in the case of any such request pertaining to RC Facility Revolving 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. The applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one three (3) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, Credit in such requested currency.
(c) iii. Any failure by any RC Facility a Revolving Lender or any Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Revolving Lender or such Issuing Bank, as the case may be, to permit RC Facility Revolving Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Lenders consent to making RC Facility Revolving Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans Revolving Loans; and (ii) if the Administrative Agent and each applicable an Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.10, the Administrative Agent shall promptly so notify the Borrower in writingBorrower.
Appears in 1 contract
Additional Currencies. (a) The Parent Borrower may from time to time request that RC Facility Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign those specifically referred to in the definition of Available Currencies; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such Such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankLetter of Credit Issuer in its sole discretion.
(b) Any such request pursuant to clause (a) above 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 issue date of the desired Borrowing or issuance of Letters Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, and the applicable Letter of Credit Issuer in their sole discretion). The Administrative Agent shall promptly notify each Letter of Credit Issuer in the case of any such request pertaining to Letters of Credit, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereofrequest. Each RC Facility Lender (in the case Letter of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) Credit Issuer shall notify the Administrative Agent, not later than 5:00 p.m., 11:00 a.m. (New York City time, one ) five (5) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, Credit in such requested currency.
(c) Any failure by any RC Facility Lender or Issuing Bank, as the case may be, a Letter of Credit Issuer to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender or such Issuing Bank, as the case may be, Letter of Credit Issuer to permit RC Facility Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all any Letter of the RC Facility Lenders consent to making RC Facility Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the applicable Borrower in writing and the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely a permitted currency for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case Letter of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditCredit Issuer. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.14, the Administrative Agent shall promptly so notify the Borrower in writingParent Borrower.
Appears in 1 contract
Additional Currencies. (a) The Borrower may from time to time request that RC Facility Revolving Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign CurrenciesDollars; provided that such currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Revolving Loans, such request shall be subject to the approval of the Administrative Agent and all the Revolving Lenders, and in the case of the RC Facility Lenders and (ii) any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m.12:00 noon, New York City time, ten seven Business Days prior to the date of the desired Borrowing or issuance of Letters 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, each applicable the relevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Revolving Loans, the Administrative Agent shall promptly notify each RC Facility Revolving Lender thereof thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Revolving Lender (in the case of any such request pertaining to RC Facility Revolving Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 5 p.m., New York City time, one Business Day after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by any RC Facility a Revolving Lender or any Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Revolving Lender or such Issuing Bank, as the case may be, to permit RC Facility Revolving Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Lenders consent to making RC Facility Revolving Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans Revolving Loans; and (ii) if the Administrative Agent and each applicable an Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.10, the Administrative Agent shall promptly so notify the Borrower in writingBorrower.
Appears in 1 contract
Additional Currencies. (a) The Borrower Company may from time to time request that RC Facility Loans A Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Primary Currencies; 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 (i) the making of RC Facility LoansA Advances, such request shall be subject to the approval of the Administrative Agent and all the Banks; and in the case of any such request with respect to the RC Facility Lenders and (ii) the issuance Issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten (10) Business Days prior to the date of the desired Borrowing A Advance or issuance Issuance of Letters 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, each applicable the Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility LoansA Advances, the Administrative Agent shall promptly notify each RC Facility Lender thereof Bank thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Lender Bank (in the case of any such request pertaining to RC Facility LoansA Advances) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one ten (10) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans A Advances or the issuance Issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by a Bank or any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender Bank or such Issuing Bank, as the case may be, to permit RC Facility Loans A Advances to be made or Letters of Credit to be issued, as applicable, Issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders Banks consent to making RC Facility Loans A Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any A Borrowings of RC Facility Loans A Advances; and (ii) if the Administrative Agent and each the applicable Issuing Bank consent to the issuance Issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing BankIssuances. In either caseconnection with any such consent, the Borrower and (x) Agent may, with the Administrative Agent and consent of the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) Company only, amend, modify or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend supplement this Agreement (including, without limitation, the definitions of Business Day, Eurocurrency Rate and the other Loan Documents LIBOR Quoted Currency) solely as necessary to accommodate such RC Facility Loans or Letters reflect the addition of Creditthe applicable currency as an Alternative Currency hereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.06, the Administrative Agent shall promptly so notify the Borrower in writingCompany.
Appears in 1 contract
Additional Currencies. (a) The Parent Borrower may from time to time request that RC Facility Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign those specifically referred to in the definition of Available Currencies; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such Such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Letter of Credit Issuer in its sole discretion. Any such request pursuant to clause (a) above 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 issue date of the desired Borrowing or issuance of Letters Letter of Credit (or such other time or date as may be agreed by the Administrative Agent and, and the applicable Letter of Credit Issuer in their sole discretion). The Administrative Agent shall promptly notify each Letter of Credit Issuer in the case of any such request pertaining to Letters of Credit, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereofrequest. Each RC Facility Lender (in the case Letter of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) Credit Issuer shall notify the Administrative Agent, not later than 5:00 p.m., 11:00 a.m. (New York City time, one ) five (5) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, Credit in such requested currency.
(c) . Any failure by any RC Facility Lender or Issuing Bank, as the case may be, a Letter of Credit Issuer to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender or such Issuing Bank, as the case may be, Letter of Credit Issuer to permit RC Facility Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all any Letter of the RC Facility Lenders consent to making RC Facility Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the applicable Borrower in writing and the Parent Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely a permitted currency for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case Letter of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditCredit Issuer. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.14, the Administrative Agent shall promptly so notify the Borrower in writingParent Borrower.
Appears in 1 contract
Additional Currencies. (a) The Any Borrower may from time to time request that RC Facility Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currenciesthose specifically referred to in Section 2.05; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such Such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankLC Issuer in their sole discretion.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City timeA.M., ten (10) Business Days prior to the date of the desired Borrowing or issuance of Letters of Credit LC Issuance (or such other time or date as may be agreed by the Administrative Agent and, and the applicable LC Issuer in their sole discretion). The Administrative Agent shall promptly notify each LC Issuer in the case of any such request pertaining to Letters of Credit, each applicable Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative Agent shall promptly notify each RC Facility Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereofrequest. Each RC Facility Lender (in the case of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) LC Issuer shall notify the Administrative Agent, not later than 5:00 p.m.11:00 A.M., New York City time, one five (5) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, Credit in such requested currency.
(c) Any failure by any RC Facility Lender or Issuing Bank, as the case may be, an LC Issuer to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender or such Issuing Bank, as the case may be, LC Issuer to permit RC Facility Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders consent to making RC Facility Loans in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank LC Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely a permitted currency for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditLC Issuer. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.10, the Administrative Agent shall promptly so notify the Borrower in writingBorrower.
Appears in 1 contract
Samples: Credit Agreement (Patheon Holdings Cooperatief U.A.)
Additional Currencies. (a) The Borrower may from time to time request that RC Facility Loans Revolving Credit Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currenciesa Committed Currency; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such Such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankRevolving Credit Lenders. Notwithstanding the foregoing, pound sterling shall be deemed a “Committed Currency” upon request of the Borrower (without the consent of the Agent or any other party to this Agreement) so long as, if applicable, the replacement Eurocurrency Rate in respect thereof is based upon SXXXX.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten 10 Business Days prior to the date of the desired Borrowing or issuance of Letters of Revolving Credit Advance (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, each applicable Issuing BankAgent, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative The Agent shall promptly notify each RC Facility Revolving Credit Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereof. Each RC Facility Revolving Credit Lender (in the case of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later US-DOCS\122160094.24 than 5:00 p.m.11:00 a.m., New York City time, one 5 Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, Revolving Credit Advances in such requested currency.
(c) Any failure by any RC Facility a Revolving Credit Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Revolving Credit Lender or such Issuing Bank, as the case may be, to permit RC Facility Loans Revolving Credit Advances to be made or Letters of Credit to be issued, as applicable, in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Credit Lenders consent to making RC Facility Loans Revolving Credit Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency a “Committed Currency” hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank consent to the issuance of Letters of Revolving Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans Advances or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.11, 1.07 the Administrative Agent shall promptly so notify the Borrower in writingapplicable Borrower.
Appears in 1 contract
Samples: Credit Agreement (Synnex Corp)
Additional Currencies. (a) The Borrower Company may from time to time request that RC Facility Loans Revolving Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Primary Currencies; 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 (i) the making of RC Facility LoansRevolving Advances, such request shall be subject to the approval of the Administrative Agent and all the Banks; and in the case of any such request with respect to the RC Facility Lenders and (ii) the issuance Issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten (10) Business Days prior to the date of the desired Borrowing Revolving Advance or issuance Issuance of Letters 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, each applicable the Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility LoansRevolving Advances, the Administrative Agent shall promptly notify each RC Facility Lender thereof Bank thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Lender Bank (in the case of any such request pertaining to RC Facility LoansRevolving Advances) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one ten (10) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans Revolving Advances or the issuance Issuance of Letters of Credit, as the case may be, in such requested currency..
(c) Any failure by a Bank or any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender Bank or such Issuing Bank, as the case may be, to permit RC Facility Loans Revolving Advances to be made or Letters of Credit to be issued, as applicable, Issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders Banks consent to making RC Facility Loans Revolving Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Revolving Borrowings of RC Facility Loans Revolving Advances; and (ii) if the Administrative Agent and each the applicable Issuing Bank consent to the issuance Issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing BankIssuances. In either caseconnection with any such consent, the Borrower and (x) Agent may, with the Administrative Agent and consent of the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) Company only, amend, modify or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend supplement this Agreement (including, without limitation, the definitions of Business Day and the other Loan Documents Eurocurrency Rate) solely as necessary to accommodate such RC Facility Loans or Letters reflect the addition of Creditthe applicable currency as an Alternative Currency hereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.11Section 1.06, the Administrative Agent shall promptly so notify the Borrower in writingCompany.
Appears in 1 contract
Additional Currencies. (a) The Borrower Company may from time to time request that RC Facility Loans Revolving Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Primary Currencies; 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 (i) the making of RC Facility LoansRevolving Advances, such request shall be subject to the approval of the Administrative Agent and all the Banks; and in the case of any such request with respect to the RC Facility Lenders and (ii) the issuance Issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten (10) Business Days prior to the date of the desired Borrowing Revolving Advance or issuance Issuance of Letters 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, each applicable the Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility LoansRevolving Advances, the Administrative Agent shall promptly notify each RC Facility Lender thereof Bank thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Lender Bank (in the case of any such request pertaining to RC Facility LoansRevolving Advances) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one ten (10) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans Revolving Advances or the issuance Issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by a Bank or any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender Bank or such Issuing Bank, as the case may be, to permit RC Facility Loans Revolving Advances to be made or Letters of Credit to be issued, as applicable, Issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders Banks consent to making RC Facility Loans Revolving Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Revolving Borrowings of RC Facility Loans Revolving Advances; and (ii) if the Administrative Agent and each the applicable Issuing Bank consent to the issuance Issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing BankIssuances. In either caseconnection with any such consent, the Borrower and (x) Agent may, with the Administrative Agent and consent of the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) Company only, amend, modify or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend supplement this Agreement (including, without limitation, the definitions of Business Day, Eurocurrency Rate and the other Loan Documents LIBOR Quoted Currency) solely as necessary to accommodate such RC Facility Loans or Letters reflect the addition of Creditthe applicable currency as an Alternative Currency hereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.11Section 1.06, the Administrative Agent shall promptly so notify the Borrower in writingCompany.
Appears in 1 contract
Additional Currencies. (a) The Administrative Borrower may from time to time request that RC Facility Revolving Loans be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currenciesan Alternative Currency; provided that such currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Revolving Loans, such request shall be subject to the approval of the Administrative Agent and all the Revolving Lenders, and in the case of the RC Facility Lenders and (ii) any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten Business Days prior to the date of the desired Borrowing or issuance of Letters of Credit (or such other time or date as may be agreed by the Administrative Agent and the Lenders and, in the case of any such request pertaining to Letters of Credit, each applicable the relevant Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Revolving Loans, the Administrative Agent shall promptly notify each RC Facility Revolving Lender thereof thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Revolving Lender (in the case of any such request pertaining to RC Facility Revolving Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m., New York City time, one five Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Revolving Loans or the issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by any RC Facility a Revolving Lender or any Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Revolving Lender or such Issuing Bank, as the case may be, to permit RC Facility Revolving Loans to be made or Letters of Credit to be issued, as applicable, issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Lenders consent to making RC Facility Revolving Loans in such requested currency, the Administrative Agent shall so notify the Administrative Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Borrowings of RC Facility Loans Revolving Loans; and (ii) if the Administrative Agent and each applicable an Issuing Bank consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Administrative Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.10, the Administrative Agent shall promptly so notify the Borrower in writingAdministrative Borrower.
Appears in 1 contract
Samples: First Lien Credit Agreement
Additional Currencies. (a) The Borrower Company may from time to time request that RC Facility Loans A Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Primary Currencies; 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 (i) the making of RC Facility LoansA Advances, such request shall be subject to the approval of the Administrative Agent and all the Banks; and in the case of any such request with respect to the RC Facility Lenders and (ii) the issuance Issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten 10 Business Days prior to the date of the desired Borrowing A Advance or issuance Issuance of Letters 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, each applicable the Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility LoansA Advances, the Administrative Agent shall promptly notify each RC Facility Lender thereof Bank thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Lender Bank (in the case of any such request pertaining to RC Facility LoansA Advances) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one ten Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans A Advances or the issuance Issuance of Letters of Credit, as the case may be, in such requested currency.
(c) Any failure by a Bank or any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender Bank or such Issuing Bank, as the case may be, to permit RC Facility Loans A Advances to be made or Letters of Credit to be issued, as applicable, Issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders Banks consent to making RC Facility Loans A Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any A Borrowings of RC Facility Loans A Advances; and (ii) if the Administrative Agent and each the applicable Issuing Bank consent to the issuance Issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans or Letters of CreditIssuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.06, the Administrative Agent shall promptly so notify the Borrower in writingCompany.
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Additional Currencies. (a) The Borrower may from time to time request that RC Facility Loans Revolving Credit Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Currenciesa Committed Currency; provided that such requested currency is a lawful currency that is readily available and freely transferable and convertible into Dollars. In the case of any such request with respect to (i) the making of RC Facility Loans, such Such request shall be subject to the approval of the Administrative Agent and all of the RC Facility Lenders and (ii) the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing BankRevolving Credit Lenders. Notwithstanding the foregoing, pound sterling shall be deemed a “Committed Currency” upon request of the Borrower (without the consent of the Agent or any other party to this Agreement) so long as the Eurocurrency Rate in respect thereof is based upon XXXXX.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten 10 Business Days prior to the date of the desired Borrowing or issuance of Letters of Revolving Credit Advance (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, each applicable Issuing BankAgent, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility Loans, the Administrative The Agent shall promptly notify each RC Facility Revolving Credit Lender thereof and (ii) Letters of Credit, the Administrative Agent shall promptly notify each applicable Issuing Bank thereof. Each RC Facility Revolving Credit Lender (in the case of any such request pertaining to RC Facility Loans) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one 5 Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans or the issuance of Letters of Credit, as the case may be, Revolving Credit Advances in such requested currency.
(c) Any failure by any RC Facility a Revolving Credit Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Revolving Credit Lender or such Issuing Bank, as the case may be, to permit RC Facility Loans Revolving Credit Advances to be made or Letters of Credit to be issued, as applicable, in such requested currency. If (i) the Administrative Agent and all of the RC Facility Revolving Credit Lenders consent to making RC Facility Loans Revolving Credit Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency a “Committed Currency” hereunder solely for purposes of any Borrowings of RC Facility Loans and (ii) the Administrative Agent and each applicable Issuing Bank consent to the issuance of Letters of Revolving Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing Bank. In either case, the Borrower and (x) the Administrative Agent and the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend this Agreement and the other Loan Documents as necessary to accommodate such RC Facility Loans Advances or Letters of Credit. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.11, 1.07 the Administrative Agent shall promptly so notify the Borrower in writingapplicable Borrower.
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Samples: Credit Agreement (Td Synnex Corp)
Additional Currencies. (a) The Borrower (a)The Company may from time to time request that RC Facility Loans Revolving Advances be made and/or Letters of Credit be issued in a currency other than Dollars or Approved Foreign Primary Currencies; 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 (i) the making of RC Facility LoansRevolving Advances, such request shall be subject to the approval of the Administrative Agent and all the Banks; and in the case of any such request with respect to the RC Facility Lenders and (ii) the issuance Issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and the applicable Issuing Bank.
(b) Any such request pursuant to clause (a) above shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, ten (10) Business Days prior to the date of the desired Borrowing Revolving Advance or issuance Issuance of Letters 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, each applicable the Issuing Bank, in its or their sole discretion). In the case of any such request pertaining to (i) RC Facility LoansRevolving Advances, the Administrative Agent shall promptly notify each RC Facility Lender thereof Bank thereof; and (ii) in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify each the applicable Issuing Bank thereof. Each RC Facility Lender Bank (in the case of any such request pertaining to RC Facility LoansRevolving Advances) or the applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 5:00 p.m.11:00 a.m., New York City time, one ten (10) Business Day Days after receipt of such request whether it consents, in its sole discretion, to the making of RC Facility Loans Revolving Advances or the issuance Issuance of Letters of Credit, as the case may be, in such requested currency..
(c) Any failure by a Bank or any RC Facility Lender or Issuing Bank, as the case may be, to respond to such request pursuant to clause (a) above within the time period specified in the preceding sentence of clause (b) above shall be deemed to be a refusal by such RC Facility Lender Bank or such Issuing Bank, as the case may be, to permit RC Facility Loans Revolving Advances to be made or Letters of Credit to be issued, as applicable, Issued in such requested currency. If (i) the Administrative Agent and all of the RC Facility Lenders Banks consent to making RC Facility Loans Revolving Advances in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Revolving Borrowings of RC Facility Loans Revolving Advances; and (ii) if the Administrative Agent and each the applicable Issuing Bank consent to the issuance Issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower in writing Company and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder solely for purposes of any Letter of Credit issuances by such Issuing BankIssuances. In either caseconnection with any such consent, the Borrower and (x) Agent may, with the Administrative Agent and consent of the RC Facility Lenders (in the case of a request pertaining to RC Facility Loans) Company only, amend, modify or (y) the Administrative Agent and each applicable Issuing Bank (in the case of a request pertaining to Letters of Credit) shall be permitted, but not required, to amend supplement this Agreement (including, without limitation, the definitions of Business Day and the other Loan Documents EurocurrencyAlternative Currency Term Rate) solely as necessary to accommodate such RC Facility Loans or Letters reflect the addition of Creditthe applicable currency as an Alternative Currency hereunder. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.111.06, the Administrative Agent shall promptly so notify the Borrower in writing.Company.
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