Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the 'Revolving Loans') to the Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10SECTIONS 10.1 and 10.3, each Lender severally severally, but not jointly, agrees, upon the any Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, such Borrower in amounts not to exceed (except for BABC the Bank with respect to BABC Non-Ratable Loans or and except for the Agent with respect to Agent Advances) such Lender's Pro Rata Share of the Combined Availabilityportion of the Borrowing Base allocable to such Borrower (as shown on the most recent Borrowing Base Certificate delivered to the Agent); PROVIDED, HOWEVER, that the aggregate principal amount of all outstanding Revolving Loans made to the Borrowers shall not exceed the Borrowing Base, except to the extent permitted under SECTION 13.
1. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability for a particular Borrower or Total Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans Aggregate Revolver Outstandings exceed, or after giving effect to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to would exceed, the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing Base, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(iSECTION 2.2(I)."
Appears in 1 contract
Amounts. Subject to the satisfaction terms and conditions of this Agreement and relying upon each of the conditions precedent representations and warranties of the Borrower and the Guarantors set forth in Article 10each of the Loan Documents, each Lender severally agreesseverally, upon but not jointly, agrees to make Loans and issue Letters of Credit to the Borrower's request , at any time and from time to time on any Business Day during the period from and after the Closing Date to and until the Termination Maturity Date, to make revolving loans (the 'Revolving Loans') to the Borrower, in amounts an aggregate principal amount at any time outstanding not to exceed (except for BABC GMAC CF with respect to BABC Non-Rateable Loans or and except for the Agent with respect to Agent Advances) such Lender's ’s Pro Rata Share of the Combined Availabilitylesser of (x) the Borrowing Base in effect at such time and (y) the Maximum Revolving Credit Line, consisting of Revolving Loans and Letters of Credit as described in Sections 2.2 and 2.3 hereof, respectively (the “Revolving Credit Facility”). The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to exceed the limits of the Availability of the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or Availability of the Combined Availability Borrower or to be obligated to exceed such the limits of the Availability of the Borrower on any other occasion. If If, at any time, the sum unpaid balance of (i) the Revolving Loans plus the L/C Reserve exceeds the Borrowing Base, or the unpaid balance of the Revolving Loans plus the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate face amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of all Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Maximum Revolving Credit Line, then the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower and/or Letters of Credit on such terms as the Lenders determine until such excess has been eliminatedeliminated and the Borrower shall immediately repay to the Agent, for the account of the Lenders, in accordance with their respective Pro Rata Shares, an amount equal to such excess, subject to the Agent's ’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i2.2(h)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the a Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the such Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans Loans, Agent Advances or Agent Over Advances) such Lender's Pro Rata Share of the Combined such Borrower's Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f2.4(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit for the account of a Borrower in excess of the Combined such Borrower's Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Individual Revolver Amount or the Combined Availability of a Borrower or to be obligated to exceed such limits on any other occasion. If the sum Aggregate Revolver Outstandings for the account of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit a Borrower exceeds the Combined Availability of such Borrower (with Combined such Availability determined for this purpose calculated as if clauses (b)(i) through (iv) the Aggregate Revolver Outstandings for the account of such definition Borrower were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to for the account of either Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i), and subject to the Agent's authority, in its sole discretion, to make Over Advances pursuant to the terms of Section 2.2(j)."
Appears in 1 contract
Samples: Loan and Security Agreement (Strategic Distribution Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108, each Lender severally severally, but not jointly, agrees, upon the a Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, Borrowers (including Revolving Loans that qualify as Ex-Im Bank Guaranteed Loans under the Ex-Im Bank Borrower Agreement) in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances and as otherwise set forth herein with respect to Ex-Im Bank Guaranteed Loans. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit or Credit Support in excess of the Combined Availability or the Borrowing Base on one or more occasionsoccasions (provided that any such advance of an Ex-Im Bank Guaranteed Loan may not exceed the limitations specified in Section 1.2(k) or in the definition of Export-Related Borrowing Base contained in the Ex-Im Bank Borrower Agreement), but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount Availability or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) Aggregate Revolver Outstandings would exceed the aggregate outstanding Revolving Loans Borrowing Base after giving effect to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to and the Borrower issuance of Letters of Credit and Credit Support as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(j)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10ARTICLE II, each Lender severally severally, but not jointly, agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (together with each Agent Advance and Non-Ratable Loan, the 'Revolving Loans'"REVOLVING LOANS") to the Borrower, Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) Aggregate Revolver Outstandings exceed the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing Base, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(iSECTION 1.2(I). Each Lender is purchasing a portion of the Existing Revolving Loan and a portion of the Existing Acquisition Loan. A portion of the outstanding principal balance of the Existing Revolving Loan in the aggregate principal amount of $9,483,333.33 is hereby restated as a portion of the outstanding Revolving Loans hereunder."
Appears in 1 contract
Samples: Credit Agreement (Packaged Ice Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article ARTICLE 10, each Lender severally agrees, upon the a Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the such Borrower, in amounts not to exceed for the Borrowers on an aggregate basis (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower Borrowers or participate (as provided for in Section SECTION 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans and Term Loans to the BorrowerBorrowers, (ii) the aggregate amount of Pending Revolving Loans to the BorrowerBorrowers, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the a Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section SECTION 2.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent AdvancesBANA Loans) such Lender's Pro Rata Share of the Combined Borrower's Revolver Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f)2.4(f) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Revolver Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Revolver Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the BorrowerLoans, (ii) the aggregate amount of Pending Revolving Loans to Loans, the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Revolver Availability, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent AdvancesLoans) such Lender's Pro Rata Share of the Combined Borrower's Revolver Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f2.4(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Revolver Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Revolver Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the BorrowerLoans, (ii) the aggregate amount of Pending Revolving Loans to Loans, the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Revolver Availability, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108 (and with respect to Ex-Im Bank Revolving Loans, such other conditions precedent imposed by the Bank), each Lender severally severally, but not jointly, agrees, upon the a Borrower's ’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '“Revolving Loans'”) to the BorrowerBorrowers (including Ex-Im Bank Revolving Loans to Borrowers that are eligible borrowers under an Ex-Im Bank Guaranteed Loan; provided, however, no Lender shall have any obligation to extend an Ex-Im Bank Revolving Loan to any Borrower after the sooner of three (3) years after the Funding Date of the initial Ex-Im Bank Revolving Loan, if any, or the Termination Date) in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's ’s Pro Rata Share of the Combined Availability, except for Non Ratable Loans and Agent Advances and, as otherwise set forth herein, with respect to Ex-Im Bank Revolving Loans. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing would exceed Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's ’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i)."
Appears in 1 contract
Samples: Credit Agreement (Unifi Inc)
Amounts. (i) Subject to the satisfaction all of the terms and conditions precedent set forth in Article 10of this Agreement, each the Lender severally agrees, upon the a Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, such Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability. The LendersLender, however, in their its discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do it does so, neither the Agent nor the Lenders Lender shall not be deemed thereby to have changed the limits of the Maximum Revolver Amount Availability or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing would exceed Availability, the Lenders Lender may refuse to make or may otherwise restrict the making of Revolving Loans.
(ii) The Borrowers shall execute and deliver to the Lender a note to evidence the Revolving Loan. Such note shall be in the principal amount of $30,000,000 and be dated the date hereof (the "Note"). The Note shall represent the obligation of the Borrowers to pay the amount of the Revolving Loan Commitment, or, if less, the aggregate unpaid principal amount of all Revolving Loans to the Borrower Borrowers together with interest thereon as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, prescribed in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)1."
Appears in 1 contract
Amounts. (i) Subject to the satisfaction of the conditions precedent set forth in Article 10ARTICLE 8 (Conditions of Lending), each Lender severally severally, but not jointly, agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined AvailabilityAvailability (based on such Lender's Pro Rata Share of Revolving Loan Commitments), except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans Aggregate Revolver Outstandings would exceed Availability after giving effect to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i) (Agent Advances).
(ii) Borrower shall execute and deliver to each Lender a note to evidence the Revolving Loan of that Lender. Each note shall be in the principal amount of the Lender's Pro Rata Share of the Revolving Loan Commitments, dated the date hereof and substantially in the form of Exhibit A-1 (such promissory notes, together with any new notes issued pursuant to Section 11.2 (Assignments; Participations) upon the assignment of any portion of any Lender's Revolving Loans, being hereinafter referred to collectively as the "Revolving Loan Notes" and each of such promissory notes being hereinafter referred to individually as a Revolving Loan Note"). Each Revolving Loan Note shall represent the obligation of Borrower to pay the amount of Lender's Pro Rata Share of the Revolving Loan Commitments, or, if less, such Lender's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to Borrower together with interest thereon as prescribed in Section 3.1 (Revolving Loans). The entire unpaid balance of the Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Termination Date.
Appears in 1 contract
Samples: Credit Agreement (Weston Roy F Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article ARTICLE 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC the Bank with respect to BABC Loans Non-Ratable Loans, Agent Advances or Agent Over Advances) such Lender's Pro Rata Share of the Combined Borrower's Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(fSECTION 2.4(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit for the account of the Borrower in excess of the Combined Borrower's Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability of the Borrower or to be obligated to exceed such limits on any other occasion. If the sum Aggregate Revolver Outstandings for the account of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit Borrower exceeds the Combined Availability of the Borrower (with Combined such Availability determined for this purpose calculated as if clauses (b)(i) through (iv) the Aggregate Revolver Outstandings for the account of such definition the Borrower were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to for the account of the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section SECTION 2.2(i), and subject to the Agent's authority, in its sole discretion, to make Over Advances pursuant to the terms of SECTION 2.2(j)."
Appears in 1 contract
Samples: Loan and Security Agreement (Strategic Distribution Inc)
Amounts. (i) Subject to the satisfaction of all of the terms and conditions precedent set forth in Article 10of this Agreement, each Lender severally severally, but not jointly, agrees, upon the Borrower's ’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '“Revolving Loans'”) to the Borrower, Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's ’s Pro Rata Share of Availability, except for Non-Ratable Loans and Agent Advances. In addition to the Combined Availability. The Agent’s rights under Section 1.2(i), the Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing would exceed Availability, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, ’s authority to make Agent Advances pursuant in accordance with and subject to the terms of Section 2.2(i1.2(i)."
(ii) The Borrower shall execute and deliver to each Lender a note to evidence the Revolving Loans of that Lender. Each note shall be in the principal amount of the Lender’s Commitment, dated the date hereof and substantially in the form of Exhibit A (each a “Revolving Loan Note” and, collectively, the “Revolving Loan Notes”). Each Revolving Loan Note shall represent the obligation of the Borrower to pay the amount of such Lender’s
Appears in 1 contract
Samples: Credit Agreement (Saks Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article ARTICLE 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period any Period of Availability from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC Bank of America with respect to BABC Bank of America Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Borrower's Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(fSECTION 2.4(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) Aggregate Revolver Outstandings exceed the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined the Availability determined for this purpose calculated as if clauses (b)(i) through (iv) of such definition the Aggregate Revolver Outstandings were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section SECTION 2.2(i)."
Appears in 1 contract
Samples: Loan, Guaranty and Security Agreement (Riddell Sports Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Initial Funding Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined lesser of (i) the Maximum Revolver Amount and (ii) the Availability. The LendersAll of the Lenders acting in concert, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Maximum Revolver Amount or the Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit Aggregate Revolver Outstandings exceeds the Combined Availability (with Combined Availability determined for this purpose calculated as if clauses (b)(i) through (iv) of such definition the Aggregate Revolver Outstandings were zero)) or if the Revolving Loans exceed the Maximum Revolver Amount, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)."
Appears in 1 contract
Samples: Loan and Security Agreement (Consolidated Freightways Corp)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108, each Revolving Lender severally severally, but not jointly, agrees, upon the a Borrower's ’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '“Revolving Loans'”) to the Borrower, such Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Revolving Lender's ’s Pro Rata Share of the Combined AvailabilityAvailability of such Borrower, except for Non–Ratable Loans and Agent Advances. The Revolving Lenders, however, in their discretionunanimous discretion and with the prior written consent of the Majority Term Lenders (subject to Section 12.21), may elect to make Revolving Loans to the a Borrower or participate (as provided for in Section 2.3(f)) in the credit support issue or enhancement provided through the Agent arrange to the issuers of have issued Letters of Credit for the account of a Borrower in excess of the Combined Availability Borrowing Base of such Borrower on one or more occasions, but if they do so, neither the Administrative Agent nor the Revolving Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base of such Borrower or to be obligated to exceed such limits on any other occasion. If ; provided, that nothing herein shall in any way limit the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Administrative Agent's ’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i). If the Administrative Agent has actual knowledge that any Borrowing by a Borrower would exceed Availability of such Borrower, the Revolving Lenders shall not, without the prior written consent of the Majority Term Lenders, make such Borrowing to such Borrower until such excess has been eliminated, subject to the Administrative Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108, each Lender severally severally, but not jointly, agrees, upon the a Borrower's ’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '“Revolving Loans'”) to the Borrower, such Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's ’s Pro Rata Share of the Combined AvailabilityAvailability of such Borrower, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans to the a Borrower or participate (as provided for in Section 2.3(f)) in the credit support issue or enhancement provided through the Agent arrange to the issuers of have issued Letters of Credit for the account of a Borrower in excess of the Combined Availability of such Borrower on one or more occasions, but if they do so, neither the Administrative Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability of such Borrower or to be obligated to exceed such limits on any other occasion. If ; provided, that nothing herein shall in any way limit the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Administrative Agent's ’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i). If the Administrative Agent has actual knowledge that any Borrowing by a Borrower would exceed Availability of such Borrower, the Lenders shall not, without the prior written consent of all of the Lenders, make such Borrowing to such Borrower until such excess has been eliminated, subject to the Administrative Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i). Notwithstanding anything herein to the contrary, not greater than $60,000,000 of Revolving Loans shall be made on the Closing Date to refinance Indebtedness existing on the Effective Date or to pay fees and expenses incurred in connection with the Transactions."
Appears in 1 contract
Samples: Revolving Credit Agreement (Foamex International Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10ARTICLE X (Conditions of Lending), each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC Bank of America with respect to BABC Non-Ratable Loans or and except for the Agent with respect to Agent Advances) such Lender's Pro Rata Share of the Combined Availabilityleast of (x) the Borrower's Availability and (y) the Maximum Revolver Amount minus the Aggregate Revolver Outstandings and (z) fifty percent (50%) of value of the Inventory of the Borrower as reflected on the consolidated financial statements of the Borrower. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f) (Participations)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of Availability is zero (i$0) the aggregate outstanding Revolving Loans or less (or would be zero ($0) or less after giving effect to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zeroLoans), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess deficiency has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i) (Agent Advances). Any amount by which the Aggregate Revolver Outstandings exceed (x) the Borrower's Availability or (y) the Maximum Revolver Amount shall be due and payable on demand by the Agent in the exercise of its sole and absolute discretion from time to time or at the direction of the Majority Lenders."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined AvailabilityBorrower's Avail-ability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If at any time the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit Aggregate Revolver Outstanding exceeds the Combined Availability (with Combined the Availability determined calculated as if clauses (b)(i) through (iv) of such definition the Aggregate Revolver Outstandings were zero), then the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 1010 and subject to the Interim Bankruptcy Court Order and the Final Bankruptcy Court Order, as the case may be, each Lender severally agrees, upon the Borrower's Borrowers' request from time to time on any Business Day during the period from the Closing Date to but excluding the Termination Date, to make revolving loans (the '"Revolving Loans'") to the BorrowerBorrowers, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower Borrowers or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were is equal or less than zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminatedthe Combined Availability is greater than zero, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i). All loans (including principal, accrued interest and fees) and all other obligations owing under the Interim Agreement and related documents shall be deemed to be Revolving Loans hereunder and/or other Obligations owing under this Agreement. Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Loans."
Appears in 1 contract
Amounts. Subject to the satisfaction terms and conditions of the conditions precedent set forth in Article 10this Agreement, each Lender severally severally, but not jointly, agrees, upon the BorrowerACL's request on behalf of the Borrowers, from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, Borrowers in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability. The LendersCommitments, provided, however, that at no time shall Revolving Loans be made if, as a result thereof, the Aggregate Revolver Outstandings would exceed the Borrowing Base. Notwithstanding the proviso in the preceding sentence, the Lenders may, in their unanimous discretion, may elect to make Revolving Loans that would cause the Aggregate Revolver Outstandings to exceed the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding any requested Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit Loan exceeds the Combined Unused Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), then the Lenders may refuse to make or may otherwise restrict the making of such Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminatedLoan, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i2.01(b)(x)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the ------------------- ------- conditions precedent set forth in Article 10, each Lender severally severally, but not ---------- jointly, agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Loan Availability Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, Borrower in amounts not to exceed (except for BABC the Bank with respect to BABC Non- Ratable Loans or for the Agent with respect to Agent Advances) such Lender's Pro Rata Share of the Combined AvailabilityBorrowing Base. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower have issued, or participate (as provided for in Section 2.3(f2.4(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters Letter of Credit Issuer in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) Aggregate Revolver Outstandings exceed the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing Base, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i).". --------------
Appears in 1 contract
Samples: Loan and Security Agreement (Advanced Micro Devices Inc)
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108, each Revolving Lender severally severally, but not jointly, agrees, upon the a Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, such Borrower in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Revolving Lender's Pro Rata Share of the Combined AvailabilityAvailability of such Borrower, except for Non-Ratable Loans and Agent Advances. The Revolving Lenders, however, in their discretionunanimous discretion with the prior written consent of all the Lenders (subject to Section 12.21), may elect to make Revolving Loans to the a Borrower or participate (as provided for in Section 2.3(f)) in the credit support issue or enhancement provided through the Agent arrange to the issuers of have issued Letters of Credit for the account of a Borrower in excess of the Combined Availability of such Borrower on one or more occasions, but if they do so, neither the Administrative Agent nor the Revolving Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability of such Borrower or to be obligated to exceed such limits on any other occasion. If ; provided, that nothing herein shall in any way limit the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Administrative Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i). If the Administrative Agent has actual knowledge that any Borrowing by a Borrower would exceed Availability of such Borrower, the Revolving Lenders shall not, without the prior written consent of all of the Lenders, make such Borrowing to such Borrower until such excess has been eliminated, subject to the Administrative Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 1.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108, each Lender severally severally, but not jointly, agrees, upon the BorrowerFunds Administrator's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, Borrowers on a joint and several basis in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of Availability with respect to Garlock Sealing or the Combined Excess Collateral Providers, as the case may xx (xx if less, such Lender's Pro Rata Share of Aggregate Availability), on behalf of which such request is made, except for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability applicable Garlock Sealing Borrowing Base or the Excess Collateral Providers Boxxxxxxx Base (as applicable) on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability such Borrowing Base or to be obligated to exceed such limits on any other occasion. If any Borrowing to Garlock Sealing would exceed the sum Availability of (i) the aggregate outstanding Revolving Loans Garlock Sealing, anx Xxxxxwing to the BorrowerExcess Collateral Providers woxxx xxxeed the Availability of the Excess Collateral Providers, (ii) the aggregate amount of Pending Revolving Loans or any Borrowing to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrower exceed Aggregate Availability, the Lenders may refuse to make or may otherwise restrict the making of such Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 1011 and subject to the applicable DIP Orders, each Lender severally agrees, upon the Borrower's Borrowers’ request from time to time on any Business Day during the period from the Closing Date to but excluding the Termination Date, to make revolving loans (the '“Revolving Loans'Loans ”) to the BorrowerBorrowers, in amounts not to exceed (except for BABC the Bank with respect to BABC Bank Loans or Agent Advances) such Lender's Xxxxxx’s Pro Rata Share of the Combined Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower Borrowers or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were is equal or less than zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminatedthe Combined Availability is greater than zero, subject to the Agent's ’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i). Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Loans."
Appears in 1 contract
Samples: Loan and Security Agreement
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 108, each Lender severally agreesseverally, but not jointly, agrees upon the Borrower's ’s request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '“Revolving Loans'”) to the Borrower, Borrowers in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's ’s Pro Rata Share of Availability and CAPEX Loans (collectively with the Combined AvailabilityRevolving Loans, the “Loans”) to the Borrowers in amounts not to exceed such Lender’s CAPEX Loan Commitment except in each instance for Non-Ratable Loans and Agent Advances. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability Borrowing Base on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans Aggregate Revolver Outstandings would exceed Availability after giving effect to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing, the Lenders may refuse to make or may otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's ’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i1.2(i)."
Appears in 1 contract
Amounts. Subject to the terms herein including the satisfaction of the conditions precedent set forth in Article 108 and subject to the Financing Orders, each New Term Lender severally agreesseverally, but not jointly, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date entry of the Interim Order to the Termination Date, agrees to make revolving new term loans (the 'Revolving "New Term Loans'") to the Borrower, in amounts an aggregate principal amount not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such New Term Lender's Pro Rata Share of the Combined Availability. The LendersNew Term Loan Commitment; provided, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of that (i) the aggregate outstanding Revolving no more than $20,000,000 of New Term Loans (excluding Facility Fees that are deemed to be New Term Loans pursuant to Section 2.4 and paid-in-kind interest added to the Borrower, principal balance of any New Term Loan pursuant to Section 2.1) shall be made during the period beginning on the Closing Date and ending on the entry of the Final Order and (ii) after giving effect to such New Term Loan, the aggregate amount of Pending Revolving Loans Aggregate Outstandings shall not exceed the Adjusted Borrowing Base then in effect. Notwithstanding anything herein to the Borrowercontrary, not greater than $56,000,000 of New HOUSTON\2261364 Term Loans (iii) the aggregate undrawn amount of outstanding Letters of Credit excluding Facility Fees that are deemed to be New Term Loans pursuant to Section 2.4 and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans paid-in-kind interest added to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances principal balance of any New Term Loan pursuant to Section 2.1) shall be made during the terms term of this Agreement. Amounts borrowed under this Section 2.2(i)1.2(a) and repaid or prepaid may not be reborrowed."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article ARTICLE 10, each Lender severally agrees, upon the a Borrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the such Borrower, in amounts not to exceed for the Borrowers on an aggregate basis (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower Borrowers or participate (as provided for in Section SECTION 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the BorrowerBorrowers, (ii) the aggregate amount of Pending Revolving Loans to the BorrowerBorrowers, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero), the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the a Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section SECTION 2.2(i)."
Appears in 1 contract
Amounts. Subject to the satisfaction of the conditions precedent set forth in Article 10, each Lender severally agrees, upon the Borrower's request from time to time on any Business Day during the period from the Closing Date to but excluding the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, in amounts not to exceed (except for BABC with respect to BABC Loans or Agent Advances) such Lender's Pro Rata Share of the Combined Borrower's Availability. The Lenders, however, in their discretion, may elect to make Revolving Loans to the Borrower or participate (as provided for in Section 2.3(f2.4(f)) in the credit support or enhancement provided through the Agent to the issuers of Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability or to be obligated to exceed such limits on any other occasion. If the sum of (i) the aggregate outstanding Revolving Loans to the BorrowerLoans, (ii) the aggregate amount of Pending Revolving Loans to Loans, the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Availability, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i)."
Appears in 1 contract
Samples: Loan and Security Agreement (United States Leather Inc /Wi/)
Amounts. Subject to the satisfaction of the --------------- ------- conditions precedent set forth in Article 10, each Lender severally severally, but not jointly, agrees, upon the BorrowerapplicableBorrower's request from time to time on any Business Day during the period from the Closing Date to the Termination Date, to make revolving loans (the '"Revolving Loans'") to the Borrower, applicable Borrower in amounts not to exceed (except for BABC the Bank with respect to BABC Non-Ratable Loans or for the Agent with respect to Agent Advances) such Lender's Pro Rata Share of the Combined AvailabilityBorrowing Base; provided that the Revolving Loans to IMS AB shall not exceed an amount equal to clause (a)(ii)(C) of the definition of Borrowing Base. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to the Borrower or participate (as provided for in Section 2.3(f)) in the credit support or enhancement provided through the Agent to the issuers of have issued Letters of Credit in excess of the Combined Availability on one or more occasions, but if they do so, neither the Agent nor the Lenders shall be deemed thereby to have changed the limits of the Maximum Revolver Amount or the Combined Availability Borrowing Base or to be obligated to exceed such limits on any other occasion. If the sum of (i) Aggregate Revolver Outstandings exceed the aggregate outstanding Revolving Loans to the Borrower, (ii) the aggregate amount of Pending Revolving Loans to the Borrower, (iii) the aggregate undrawn amount of outstanding Letters of Credit and (iv) any unpaid reimbursement obligations in respect of Letters of Credit exceeds the Combined Availability (with Combined Availability determined as if clauses (b)(i) through (iv) of such definition were zero)Borrowing Base, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans to the Borrower as the Lenders determine until such excess has been eliminated, subject to the Agent's authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.2(i).". -------------
Appears in 1 contract