Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above, the Administrative Agent shall promptly notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon a determination by Administrative Agent under Section 4.4(a), (i) if the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.
Appears in 3 contracts
Samples: Credit Agreement (TWFG, Inc.), Credit Agreement (TWFG, Inc.), Credit Agreement (TWFG, Inc.)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) or (b) [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b4.4(c) [Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily Simple SOFR Loan, as applicable, Loan shall be suspended (to the extent of the affected Term SOFR Rate Loan, Daily Simple SOFR Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), ) or (ib) if [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily Simple SOFR Option and the Term SOFR Rate Option or Daily Simple SOFR Option Option, as applicable, has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.4(c) [Illegality], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.11 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily Simple SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
Appears in 2 contracts
Samples: Credit Agreement (New Jersey Resources Corp), Credit Agreement (New Jersey Resources Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.4.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 4.4.2 [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR LIBOR Rate Loan or Daily SOFR Loan, as applicable, Option shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.4.1 [Unascertainable] and the Borrower has previously notified the Administrative Agent of its their selection of, conversion to or renewal of a Term SOFR LIBOR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.4.4.2 [
Appears in 2 contracts
Samples: Intercreditor Agreement (Armstrong Coal Company, Inc.), Credit Agreement (Armstrong Energy, Inc.)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.4.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 4.4.2 [Illegality; Increased Costs] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, Option shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.4.1 [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.4.2 [Illegality; Increased Costs], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.9 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.6 [Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
Appears in 2 contracts
Samples: Credit Agreement (CNX Resources Corp), Credit Agreement (CNX Resources Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above2.04(a), the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above2.04(b), such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew a Loan accruing interest by reference to Daily 1M SOFR or continue a the Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Interest Rate Loan or the applicable Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a2.04(a), (iA) if the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of delivered a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option Loan Request for an affected Loan that has not yet gone into effectbeen made, such notification Loan Request shall be deemed to provide for selection of, conversion to or renewal of request a Base Rate Loan, (iiB) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will shall be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)2.04(b) above, the Borrower shall, subject to the Borrower’s indemnification Obligations obligations under Section 5.104.02, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2Loan. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.
Appears in 2 contracts
Samples: Receivables Financing Agreement (Sabre Corp), Receivables Financing Agreement (Sabre Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a4.05(a)(i) above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b4.05(a)(ii) or 4.05(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, Loan shall be suspended (to the extent of the affected Term SOFR Rate Loan, Daily SOFR Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i4.05(a) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option Loan or Daily SOFR Option Loan and the Term SOFR Rate Option or Daily SOFR Option 1M SOFR, as applicable, has not yet gone into effect, absent due notice from the Borrower of revocation, conversion or prepayment, such notification shall be deemed to provide for selection of, conversion to or renewal of a Loan bearing interest at the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b4.05(a)(ii) or 4.05(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, shall as to any Loan of the Lender to which a Term the SOFR Rate Option or Daily 1M SOFR Option applies, on the date specified in such notice either convert such Loan to a Loan bearing interest at the Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.22.02(d). Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Loan bearing interest at the Base Rate otherwise available with respect to such Loan upon such specified date.
Appears in 2 contracts
Samples: Receivables Financing Agreement (OLIN Corp), Receivables Financing Agreement (OLIN Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a4.05(a) [Unascertainable; Increased Costs] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b4.05(b) [Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan Option or Daily SOFR Loan, as applicable, Option shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i4.05(a) if [Unascertainable; Increased Costs] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.05(b) [Illegality], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.5.06 [
Appears in 1 contract
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.4.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower Borrowers thereof, and in the case of an event specified in Section 4.4(b) 4.4.2 [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerBorrowers. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower Borrowers to select, convert to, to or renew a Euro-Rate Option or continue a Term SOFR Rate Loan or Daily SOFR Loan, select an Optional Currency (as applicable, ) shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the BorrowerBorrowers, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s 's or such Xxxxxx’s's, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.4.1 [Unascertainable] and the Borrower has Borrowers have previously notified the Administrative Agent of its their selection of, conversion to or renewal of a Term SOFR Euro-Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.4.2 [Illegality; Increased Costs; Deposits Not Available], the Borrower Borrowers shall, subject to the Borrower’s Borrowers' indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR Euro-Rate Option or Daily SOFR Option applies, on the date specified in such notice either (i) as applicable, convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or select a different Optional Currency or Dollars, or (ii) prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower Borrowers of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
Appears in 1 contract
Samples: Credit Agreement (Foster L B Co)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) [Unascertainable; Increased Costs] above, the Administrative Agent shall promptly notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) [Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if [Unascertainable; Increased Costs] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Option otherwise available with respect to the Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)) [Illegality], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.2 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
Appears in 1 contract
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.4.1 [Unascertainable] above, the applicable Administrative Agent shall promptly so notify the applicable Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 4.4.2 [Illegality; Increased Costs] above, such the applicable Lender shall promptly so notify the applicable Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the applicable Administrative Agent shall promptly send copies of such notice and certificate to the other applicable Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Revolving Lenders and the Term A Lenders, in the case of such notice given by the Revolving/TLA Administrative Agent, or (iiB) the Term B Lenders, in the case of such notice given by the TLB Administrative Agent, or (C) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the applicable Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the applicable Administrative Agent, of the applicable Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time anythe Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.4.1 [Unascertainable] and the Borrower has previously notified the applicable Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the such Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the applicable Administrative Agent of a determination under Section 4.4(b)4.4.2 [Illegality; Increased Costs], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the such Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
Appears in 1 contract
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.5.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 4.5.2 [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR LIBOR Rate Loan or Daily SOFR Loan, as applicable, Option shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.5.1 [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR LIBOR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.4.5.2 [
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a4.06(a) above, the Administrative Agent shall promptly notify the Lenders Group Agents and the Borrower thereof, and in the case of an event specified in Section 4.4(b4.06(b) above, such Lender the Majority Group Agents shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders Group Agents and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lenderthe relevant Group Agents, in the case of such notice given by such Lenderthe Majority Group Agents, to allow the Borrower to select, convert to, renew or continue a Term SOFR Rate Loan or a Daily SOFR Rate Loan, as applicable, shall be suspended (to the extent of Error! Unknown document property name. the affected Term SOFR Rate Loan, Daily SOFR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender the Majority Group Agents shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’sthe Majority Group Agents’, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon a determination by Administrative Agent under Section 4.4(a4.06(a), (i) if the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option Loan or a Daily SOFR Option Rate Loan and the Term SOFR Rate Option or the Daily SOFR Option Option, as applicable, has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a Base Rate Loan, (ii) any outstanding affected Daily SOFR Rate Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Majority Group Agents notify the Administrative Agent of a determination under Section 4.4(b4.06(b), the Borrower shall, subject to the Borrower’s indemnification Obligations obligations under Section 5.1012.01, as to any Loan of the a Lender to which a Term SOFR Rate Option or a Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.22.02. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.
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Samples: Receivables Financing Agreement (Integra Lifesciences Holdings Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a3.04(a) above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b3.04(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, Option shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s 's or such Xxxxxx’s's, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i3.04(a) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b3.04(b), the Borrower shall, subject to the Borrower’s 's indemnification Obligations obligations under Section 5.103.08, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.23.03. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR LIBOR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR LIBOR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR LIBOR Rate Option or Daily SOFR Option and the Term SOFR LIBOR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR LIBOR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above8.1(a), the Administrative Agent shall promptly so notify the Lenders and the Borrower Company thereof, and in the case of an event specified in Section 4.4(b) above8.1(b), such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerCompany. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower Company to select, convert to, to or renew or continue a Term Loan accruing interest by reference to Daily 1M SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Interest Rate Loan or the applicable Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the BorrowerCompany, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a8.1(a), (iA) if the Borrower Company has previously notified delivered a Borrowing Request for an affected Loan that has not yet been made, the Administrative Agent of its selection Company may revoke any pending request for a borrowing of, conversion to or renewal continuation of a Term SOFR Rate Option or Daily SOFR Option and such Loan (to the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effectextent of the affected Loans) or, failing that, such notification Borrowing Request shall be deemed to provide for selection of, conversion to or renewal of a request an Alternate Base Rate Loan, (iiB) any outstanding affected Daily SOFR Loans will shall be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Alternate Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)8.1(b) above, the Borrower Company shall, subject to the BorrowerCompany’s indemnification Obligations obligations under Section 5.1014, as to any Loan of the Lender to which a Term Daily 1M SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a an Alternate Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2Loan. Absent due notice from the Borrower Company of conversion or prepayment, such Loan shall automatically be converted to a an Alternate Base Rate Loan upon such specified date.
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Samples: Receivables Loan Agreement (Huntsman International LLC)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above, the Administrative Agent shall promptly notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a2.07(d)(i) above, the Administrative Agent shall 70 Alliance Coal, LLC Credit Agreement promptly notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b2.07(d)(ii) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan Advance or Daily SOFR LoanAdvance, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan Advances or Interest Periods or Daily SOFR LoanAdvance) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i2.07(d)(i) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest PeriodAdvance. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b2.07(d)(ii), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.102.07(d)(ii), as to any Loan Advance of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan Advance to a Base Rate Loan Advance otherwise available with respect to such Loan Advance or prepay such Loan Advance in accordance with Section 5.22.06(a). Absent due notice from the Borrower of conversion or prepayment, such Loan Advance shall automatically be converted to a Base Rate Loan Advance upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above, the Administrative Agent shall promptly notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.5.1 [LIBOR Rate Unascertainable] or Section 4.5.3 [Term SOFR Rate Unascertainable; Increased Costs] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 4.5.2 [LIBOR Rate Illegality; Increased Costs; Deposits Not Available] or Section 4.5.4 [Term SOFR Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew a LIBOR Rate Option or continue a Term SOFR Rate Loan or Daily SOFR LoanOption, as applicableappliable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.5.1 [LIBOR Rate Unascertainable] or Section 4.5.3 [Term SOFR Rate Unascertainable; Increased Costs] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a LIBOR Rate Option or Term SOFR Rate Option or Daily SOFR Option Option, as applicable, and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.5.2 [LIBOR Rate Illegality; Increased Costs; Deposits Not Available] or Section 4.5.4 [Term SOFR Illegality] above, the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR LIBOR Rate Option or Daily a SOFR Option Rate Option, as applicable, applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above2.04(a), the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above2.04(b), such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, renew or continue a Loan accruing interest by reference to Daily 1M SOFR or the Term SOFR Rate Loan or Daily SOFR LoanRate, as applicable, shall be suspended (to the extent of the affected Term SOFR Interest Rate Loan or Interest Periods or Daily SOFR LoanPeriod) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon a determination by the Administrative Agent under Section 4.4(a2.04(a), (iA) if the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of delivered a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option Loan Request for an affected Loan that has not yet gone into effectbeen made, such notification Loan Request shall be deemed to provide for selection of, conversion to or renewal of request a Base Rate Loan, (iiB) any outstanding affected Loans accruing interest by reference to Daily 1M SOFR Loans will shall automatically be deemed to have been converted into Base Rate Loans immediately, and (iiiC) any outstanding affected Loans accruing interest by reference to the Term SOFR Rate Loans will shall be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)2.04(b) above, the Borrower shall, subject to the Borrower’s ’ s indemnification Obligations obligations under Section 5.104.02, as to any Loan of the Lender to which a Daily 1M SOFR or the Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2Loan. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.
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Samples: Receivables Financing Agreement (Evoqua Water Technologies Corp.)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.5.1 [Term SOFR Rate Unascertainable; Increased Costs] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 4.5.2 [Term SOFR Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, Option shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such XxxxxxLender’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.5.1 [Term SOFR Rate Unascertainable; Increased Costs] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.5.2 [Term SOFR Illegality] above, the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) or (b) above, the Administrative Agent shall promptly notify the Lenders and the Borrower Borrowing Agent thereof, and in the case of an event specified in Section 4.4(b4.4(c) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerBorrowing Agent. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower Borrowing Agent to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily Simple SOFR Loan, as applicable, Loan shall be suspended (to the extent of the affected Term SOFR Rate Loan, Daily Simple SOFR Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the BorrowerBorrowing Agent, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), ) or (ib) if and the Borrower Borrowing Agent has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily Simple SOFR Option and the Term SOFR Rate Option or Daily Simple SOFR Option Option, as applicable, has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b4.4(c), the Borrower Borrowing Agent shall, subject to the Borrower’s Borrowers’ indemnification Obligations under Section 5.10, as to any Loan of the Lender to which a Term SOFR Rate Option or Daily Simple SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower Borrowing Agent of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a3.04(a)(i) above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b3.04(a)(ii) or 3.04(b) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR BSBY Rate Loan or Daily SOFR Loan, as applicable, BSBY Floating Rate Loan shall be suspended (to the extent of the affected Term SOFR Daily BSBY Floating Rate Loan, BSBY Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i3.04(a) if and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR BSBY Rate Option or Daily SOFR BSBY Floating Rate Option and the Term SOFR BSBY Rate Option or Daily SOFR Option BSBY Floating Rate Option, as applicable, has not yet gone into effect, absent due notice from the Borrower of revocation, conversion or prepayment, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b3.04(a)(ii) or 3.04(b), the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10obligation to pay any Breakage Fees, as to any Loan of the Lender to which a Term SOFR BSBY Rate Option or Daily SOFR BSBY Floating Rate Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.22.02(d). Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 3.4.1 above, the Administrative Agent shall promptly so notify the Lenders and the Borrower Borrowers thereof, and in the case of an event specified in Section 4.4(b) 3.4.2 or 3.4.3 above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerBorrowers. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower Borrowers to (i) select, convert to, or renew or continue a Term SOFR Rate Loan Option, Euro-Rate Option or Daily SOFR LoanEURIBOR Rate Option, as applicable, with respect to Loans or (ii) select an Optional Currency (as applicable) with respect to Revolving Credit Loans shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the BorrowerBorrowers, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 3.4.1 and the Borrower has Borrowers have previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Loan Option, Euro-Rate Option or Daily SOFR EURIBOR Rate Option, as applicable, with respect to Revolving Credit Loans and such Interest Rate Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate LoanOption otherwise available with respect to such Revolving Credit Loans. If at any time the Administrative Agent makes a determination under Section 3.4.1 and the Borrowers have previously notified the Administrative Agent of its renewal of a EURIBOR Rate Option with respect to a Term Loan and such Interest Rate Option has not yet gone into effect, (ii) any outstanding affected Daily SOFR Loans will such notification shall be deemed to have been converted into provide for conversion to the Foreign Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest PeriodRate. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)3.4.2, the Borrower obligation of such Lender to issue, make, maintain, fund or charge interest with respect to any such Revolving Credit Loan shall be suspended, and to the extent required by applicable Law, cancelled, and the Borrowers shall, subject to the Borrower’s Borrowers’ indemnification Obligations under Section 5.104.8, as to any Revolving Credit Loan of the Lender to which a Term SOFR Rate Loan Option, Euro-Rate Option or Daily SOFR Option EURIBOR Rate Option, as applicable, applies, on the date specified in such notice either either, at the Borrowers’ option (i) as applicable, convert such Revolving Credit Loan to a the Base Rate Loan Option otherwise available with respect to such Revolving Credit Loan or select a different Optional Currency or Dollars, or (ii) prepay such Revolving Credit Loan in accordance with Section 5.24.4. Absent due notice from the Borrower Borrowers of conversion or prepayment, such Revolving Credit Loan shall automatically be converted to the Base Rate Option otherwise available with respect to such Revolving Credit Loan upon such specified date. If any Lender notifies the Administrative Agent of a determination under Section 3.4.2, the obligation of such Lender to issue, make, maintain, fund or charge interest with respect to any such Term Loan shall be suspended, and to the extent required by applicable Law, cancelled, and the Borrowers shall, subject to the Borrowers’ indemnification Obligations under Section 4.8 on the date specified in such notice either, at the Borrowers’ option, (i) as applicable, convert such Term Loan to Foreign Base Rate Loans, or (ii) prepay such Term Loan in accordance with Section 4.4. Absent due notice from the Borrowers of conversion or prepayment, such Term Loan shall automatically be converted to a Foreign Base Rate Loan upon such specified date. If the Administrative Agent makes a determination under 3.4.3 then, until the Administrative Agent notifies the Borrowers that the circumstances giving rise to such determination no longer exist, (i) the availability of Revolving Credit Loans in the affected Optional Currency shall be suspended, and (ii) the outstanding Revolving Credit Loans in such affected Optional Currency shall be converted into Dollar Loans (in an amount equal to the Dollar Equivalent of such outstanding Optional Currency Loans) (x) on the last day of the then current Interest Period if the Lenders may lawfully continue to maintain Revolving Credit Loans in such Optional Currency to such day, or (y) immediately if the Lenders may not lawfully continue to maintain Revolving Credit Loans in such Optional Currency, and interest thereon shall thereafter accrue at the Base Rate Option.
Appears in 1 contract
Samples: Credit Agreement (Glatfelter Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a2.23(f)(i) above, the Administrative Agent shall promptly so notify the Lenders and the Borrower Company thereof, and in the case of an event specified in Section 4.4(b2.23(f)(ii) above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerCompany. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of NAI-1539367892v12 such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the any Borrower to select, convert to, to or renew or continue a Term SOFR Loan under the affected Interest Rate Loan or Daily SOFR Loan, as applicable, Option in each such Affected Currency shall be suspended (to the extent of the affected Term SOFR Interest Rate Loan Option, or the applicable Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the BorrowerCompany, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a)2.23(f)(i) above, (i) if the a Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR an affected Interest Rate Option or Daily SOFR Option Option, and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall with regard to any such pending request for Loans denominated in an Affected Currency, be deemed ineffective (in each case, to provide for selection ofthe extent of the affected Interest Rate Option, conversion to or renewal of a Base Rate Loanthe applicable Interest Periods), (ii) any outstanding affected Daily SOFR Loans will denominated in Dollars shall be deemed to have been converted into Base Rate ABR Loans immediatelyimmediately or, in the case of EURIBOR Loans and Term RFR Loans, at the end of the applicable Interest Period, and (iii) any outstanding affected Term SOFR Rate Loans will denominated in an Affected Currency shall, at applicable Borrower’s election, either be deemed to have been converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Affected Currency) immediately or, in the case of EURIBOR Loans and Term RFR Loans, at the end of the applicable Interest Period or prepaid in full immediately or, in the case of EURIBOR Loans and Term RFR Loans, at the end of the applicable Interest Period; provided, however that, absent notice from the applicable Borrower of conversion or prepayment, such Loans shall automatically be converted to ABR Loans (in an amount equal to the Dollar Equivalent of such Affected Currency). If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)2.23(f)(ii) above, the applicable Borrower shall, subject to the such Borrower’s indemnification Obligations under Section 5.10the Agreement, as to any Loan of the Lender Lenders to which a Term SOFR an affected Interest Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate an ABR Loan otherwise available (which shall be, with respect to Loans denominated in an Affected Currency, in an amount equal to the Dollar Equivalent of such Loan Affected Currency) or prepay such Loan in accordance with Section 5.2the Agreement. Absent due notice from the such Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate an ABR Loan (which shall be, with respect to Loans denominated in an Affected Currency, in an amount equal to the Dollar Equivalent of such Affected Currency) upon such specified date. In the event of any conflict between the terms of this Section 2.23(f), on the one hand, and the terms of Section 2.15, on the other hand, with respect to an Affected Currency, the terms of this Section 2.23(f) shall govern and control.
Appears in 1 contract
Samples: Revolving Credit Agreement (Cooper Companies, Inc.)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) [Unascertainable; Increased Costs; Deposits Not Available] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) [Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR LIBOR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR LIBOR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if [Unascertainable; Increased Costs; Deposits Not Available] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR LIBOR Rate Option or Daily SOFR Option and the Term SOFR LIBOR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)) [Illegality], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR LIBOR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.5.2 [
Appears in 1 contract
Samples: Credit Agreement (Stewart Information Services Corp)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.4.1 [Unascertainable; Increased Costs] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower Borrowers thereof, and in the case of an event specified in Section 4.4(b) 4.4.2 [Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerBorrowers. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower Borrowers to select, convert to, to or renew or continue a Term SOFR Loan under the affected Interest Rate Loan or Daily SOFR Loan, as applicable, Option in each such Currency shall be suspended (to the extent of the affected Term SOFR Interest Rate Loan Option or the applicable Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the BorrowerBorrowers, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.4.1 [Unascertainable; Increased Costs] and the Borrower has Borrowers have previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR an affected Interest Rate Option or Daily SOFR Option Option, and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, (a) such notification shall (i) with regard to any such pending request for Loans denominated in Dollars, be deemed to provide for selection of, conversion to or renewal of a the Base Rate LoanOption otherwise available with respect to such Loans in the amount specified therein and (ii) with regard to any such pending request for Loans denominated in an Alternative Currency, be deemed ineffective (in each case to the extent of the affected Interest Rate Option, or the applicable Interest Periods), (iib) any outstanding affected Daily SOFR Loans will denominated in Dollars shall be deemed to have been converted into Base Rate Loans immediatelyimmediately or, and (iii) any outstanding affected in the case of Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans Loans, at the end of the applicable Interest Period, and (c) any outstanding affected Loans denominated in an Alternative Currency shall, at the Borrower’s election, either be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Alternative Currency) immediately or, in the case of Term SOFR Rate Loans, at the end of the applicable Interest Period, or prepaid in full immediately or, in the case of Term SOFR Rate Loans, at the end of the applicable Interest Period; provided, however that absent notice from the Borrower of conversion or prepayment, such Loans shall automatically be converted to Base Rate Loans (in an amount equal to the Dollar Equivalent of such Alternative Currency). If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.4.2 [Illegality], the Borrower Borrowers shall, subject to the Borrower’s Borrowers’ indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR an affected Interest Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan (which shall be, with respect to Loans denominated in an Alternative Currency, in an amount equal to the Dollar Equivalent of such Alternative Currency) or prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower Borrowers of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan (which shall be, with respect to Loans denominated in an Alternative Currency, in an amount equal to the Dollar Equivalent of such Alternative Currency) upon such specified date.
Appears in 1 contract
Samples: Credit Agreement (Crocs, Inc.)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 4.4.1 [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower Borrowers thereof, and in the case of an event specified in Section 4.4(b) 4.4.2 [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the BorrowerBorrowers. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower Borrowers to select, convert to, to or renew or continue a Term SOFR Rate Loan Option or Daily SOFR Loanselect an Optional Currency, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR Loan) until the Administrative Agent shall have later notified the BorrowerBorrowers, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), (i) if 4.4.1 [Unascertainable] and the Borrower has Borrowers have previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR such Interest Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.4.2 [Illegality; Increased Costs; Deposits Not Available], the Borrower Borrowers shall, subject to the Borrower’s Borrowers’ indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.to
Appears in 1 contract
Samples: Credit Agreement (Stoneridge Inc)
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) above3.04(a), the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) above3.04(b), such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, renew or continue a Term Loan accruing interest by reference to Daily 1M SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Interest Rate Loan Option or Interest Periods or Daily SOFR LoanPeriod) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon a determination by the Administrative Agent under Section 4.4(a3.04(a), (iA) if the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of delivered a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option Loan Request for an affected Loan that has not yet gone into effectbeen made, absent due notice from the Borrower of revocation, conversion or prepayment, such notification Loan Request shall be deemed to provide for selection of, conversion to or renewal of a request the Base Rate LoanOption, and (iiB) any outstanding affected Loans accruing interest by reference to Daily 1M SOFR Loans will shall automatically be deemed to have been converted into the Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest PeriodOption. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b3.04(b), the Borrower shall, subject to the Borrower’s indemnification Obligations obligations under Section 5.105.02, as to any Loan of the Lender to which a Term Daily 1M SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan Option or prepay such Loan in accordance with Section 5.2Loan. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan Option upon such specified date.
Appears in 1 contract
Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) or (b) [Unascertainable; Increased Costs] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b4.4(c) [Illegality] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (iA) the Lenders, in the case of such notice given by the Administrative Agent, or (iiB) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, to or renew or continue a Term SOFR Rate Loan or Daily Simple SOFR Loan, as applicable, Loan shall be suspended (to the extent of the affected Term SOFR Rate Loan, Daily Simple SOFR Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon If at any time the Administrative Agent makes a determination by Administrative Agent under Section 4.4(a), ) or (ib) if [Unascertainable; Increased Costs] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily Simple SOFR Option and the Term SOFR Rate Option or Daily Simple SOFR Option Option, as applicable, has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a the Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed Option otherwise available with respect to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Periodsuch Loans. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)4.4(c) [Illegality], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.105.10 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily Simple SOFR Option applies, on the date specified in such notice either convert such Loan to a the Base Rate Loan Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.25.6 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a the Base Rate Option otherwise available with respect to such Loan upon such specified date.
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Administrative Agent’s and Xxxxxx’s Rights. In the case of any event specified in Section 4.4(a) 3.4.1 above, the Administrative Agent shall promptly notify the Lenders and the Borrower thereof, and in the case of an event specified in Section 4.4(b) 3.4.2 above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of (i) the Lenders, in the case of such notice given by the Administrative Agent, or (ii) such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to, renew or continue a Term SOFR Rate Loan or Daily SOFR Loan, as applicable, shall be suspended (to the extent of the affected Term SOFR Rate Loan or Interest Periods or Daily SOFR LoanPeriods) until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Xxxxxx’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. Upon a determination by Administrative Agent under Section 4.4(a)3.4.1, (i) if the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Term SOFR Rate Option or Daily SOFR Option and the Term SOFR Rate Option or Daily SOFR Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of a Base Rate Loan, (ii) any outstanding affected Daily SOFR Loans will be deemed to have been converted into Base Rate Loans immediately, and (iii) any outstanding affected Term SOFR Rate Loans will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period. If any Lender notifies the Administrative Agent of a determination under Section 4.4(b)3.4.2, the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.104.9 [Indemnity], as to any Loan of the Lender to which a Term SOFR Rate Option or Daily SOFR Option applies, on the date specified in such notice either convert such Loan to a Base Rate Loan otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.24.6. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to a Base Rate Loan upon such specified date.. 3.4.4
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