Common use of Borrowings and Conversions of Loans Clause in Contracts

Borrowings and Conversions of Loans. (a) Each Borrowing or conversion of Loans shall be made upon Borrower’s irrevocable notice to Agent, which may be given by telephone; provided, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loan. Each such notice must be received by Agent not later than 11:00 a.m., New York time on the requested date of any Borrowing or conversion. Each telephonic notice by Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower. Except as provided in Section 2.03(c), each Borrowing or conversion of Revolving Loans shall be in a principal amount of $500,000 or a whole multiple of $500,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) the requested date of the Borrowing or conversion (which shall be a Business Day), (ii) the principal amount of Loans to be borrowed and (iii) the initial Type of the Loans to be borrowed or converted. (b) Following receipt of a Loan Notice, Agent shall promptly notify each Lender of the amount of its Pro Rata Share of the applicable Loans. In the case of a Borrowing, each Lender shall make the amount of its Loan available to Agent in immediately available funds at Agent’s Office not later than 1:00 p.m., New York time, on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension, Section 4.01), Agent shall make all funds so received available to Borrower in like funds as received by Agent either by (i) crediting the account of Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) Agent by Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, and second, to Borrower as provided above. (c) Agent shall promptly notify Borrower and Lenders of the interest rate applicable to any Interest Period for LIBOR Rate Loans upon determination of such interest rate. The determination of the LIBOR Rate by Agent shall be conclusive in the absence of manifest error.

Appears in 2 contracts

Samples: Credit Agreement (Hooker Furniture Corp), Credit Agreement (Hooker Furniture Corp)

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Borrowings and Conversions of Loans. (a) Each Borrowing or and each conversion of Loans from one Type to the other shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone; provided, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loan. Each such notice must be received by the Administrative Agent not later than 11:00 a.m., New York time (i) on the requested date of any Borrowing of LIBOR Floating Rate Loans or conversionBase Rate Loans or (ii) on the requested date of any conversion of (A) LIBOR Floating Rate Loans to Base Rate Loans or (B) Base Rate Loans to LIBOR Floating Rate Loans. Each telephonic notice by the Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Except as provided in Section 2.03(c), each Each Borrowing of or conversion of Revolving to LIBOR Floating Rate Loans or Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $500,000 100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to the other, (ii) the requested date of the Borrowing or conversion conversion, as the case may be (which shall be a Business Day), (iiiii) the principal amount of Loans to be borrowed or converted, and (iiiiv) the initial Type of the Loans to be borrowed or to which existing Loans are to be converted. If the Borrower fails to specify a Type of Loan in a Loan Notice, then the applicable Loans shall be made as LIBOR Floating Rate Loans; provided that, if the LIBOR Daily Floating Rate is unavailable, then the applicable Loans shall be made as, or converted to, Base Rate Loans. (b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share Applicable Percentage of the applicable Loans. In the case of a Borrowing, each Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m., New York time, p.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, and second, to Borrower as provided above. (c) At any time that Base Rate Loans are outstanding, the Administrative Agent shall promptly notify the Borrower and the Lenders of any change in Bank of America’s “prime rate” used in determining the interest rate applicable to any Interest Period for LIBOR Base Rate Loans upon determination promptly following the public announcement of such interest ratechange. The determination Administrative Agent shall notify the Borrower and the Lenders of any change in the LIBOR Daily Floating Rate by Agent shall be conclusive in on the absence of manifest errordate such change occurs.

Appears in 2 contracts

Samples: Credit Agreement (Piedmont Natural Gas Co Inc), Credit Agreement (Piedmont Natural Gas Co Inc)

Borrowings and Conversions of Loans. (a) Each Borrowing or borrowing and each conversion of Loans a Loan from one Type to the other shall be made upon the Borrower’s irrevocable notice to Agentthe Lender, which may be given by telephone; provided, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loan. Each such notice must be received by Agent the Lender not later than 11:00 a.m.1:00 p.m. (i) three Business Days prior to the requested date of any borrowing of, New York time conversion to, a LIBOR Loan or of any conversion of a LIBOR Loan to a Base Rate Loan, and (ii) on the requested date of any Borrowing or conversionborrowing of a Base Rate Loan. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 10.02(d), any such telephonic notice may be given by an individual who has been authorized in writing to do so by a Responsible Officer of the Borrower. Each such telephonic notice by Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Agent the Lender of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each borrowing of or conversion to a LIBOR Loan shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof. Except as provided in Section 2.03(c), each Borrowing borrowing of or conversion of Revolving Loans to a Base Rate Loan shall be in a principal amount of $500,000 100,000 or a whole multiple of $500,000 100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a borrowing or a conversion of a Loan from one Type to the other, (ii) the requested date of the Borrowing borrowing or conversion conversion, as the case may be (which shall be a Business Day), (iiiii) the principal amount of Loans the Loan to be borrowed borrowed, converted or continued and (iiiiv) the initial Type of the Loans Loan to be borrowed or to which an existing Loan is to be converted. If the Borrower fails to specify a Type of Loan in a Loan Notice or if the Borrower fails to give a timely notice requesting a conversion, then the applicable Loan shall be made as, or converted to, a Base Rate Loan. Any such automatic conversion to a Base Rate Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Loan. (b) Following receipt of a Loan Notice, Agent shall promptly notify each Lender of the amount of its Pro Rata Share of the applicable Loans. In the case of a Borrowing, each Lender shall make the amount of its Loan available to Agent in immediately available funds at Agent’s Office not later than 1:00 p.m., New York time, on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 5.02 (and, if such Borrowing a borrowing is the initial Credit Extension, Section 4.015.01), Agent the Lender shall make all funds so received the proceeds of each Loan available to the Borrower in like funds as received by Agent either by (i) crediting the account of the Borrower on the books of Bank of America the Lender with the amount of such funds proceeds or (ii) wire transfer of such fundsproceeds, in each case in accordance with instructions provided to (and reasonably acceptable to) Agent the Lender by the Borrower; provided, however, that if, if on the date of the Loan Notice with respect to such Borrowing borrowing is given by Borrower given, there are L/C Borrowings outstandingdrawings under Letters of Credit that have not been reimbursed by the Borrower, then the proceeds of such Borrowing borrowing shall be applied, first, to the payment in full of any such L/C Borrowingsunreimbursed drawings, and second, to the Borrower as provided above. (c) Agent During the existence of a Default, no Loan may be requested as, converted to or continued as LIBOR Loans without the consent of the Lender. (d) The Lender shall promptly notify the Borrower and Lenders of the interest rate applicable to any Interest Period for a LIBOR Rate Loans Loan upon determination of such interest rate. The determination of the LIBOR Rate by Agent the Lender shall be conclusive in the absence of manifest error. At any time that a Base Rate Loan is outstanding, the Lender shall notify the Borrower of any change in the Lender’s prime rate used in determining the Base Rate promptly following the public announcement of such change.

Appears in 2 contracts

Samples: Credit Agreement (TRX Inc/Ga), Credit Agreement (TRX Inc/Ga)

Borrowings and Conversions of Loans. (a) Each Borrowing or Loan and each conversion of Loans from one Type to the other shall be made upon BorrowerXxxxxxxx’s irrevocable notice notice, to AgentLender, which may be given by telephone; provided, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loan. Each such notice must be received by Agent not later than 11:00 a.m.made in writing (or in the case of telephonic notice, New York time on promptly confirmed in writing) substantially in the requested date of any Borrowing or conversion. Each telephonic notice by Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Agent form of a written Committed Loan Notice, Notice appropriately completed and signed by a Responsible Officer of Borrower. Xxxxxxxx and received by Xxxxxx (i) in the case of an ABR Loan, not later than 11:00 a.m. on the date of the proposed Loan, or (ii) in the case of any other Loan, not later than 11:00 a.m. three (3) Government Securities Business Days before the date of the proposed Loan. (b) Except as provided in Section 2.03(c2.2(c) and Section 2.3(c), each Borrowing Loan or conversion of Revolving Loans shall be in a principal amount of $500,000 the Loan Minimum or a whole multiple of $500,000 the Loan Multiple in excess thereof. Each Committed Loan Notice (whether telephonic or written) shall specify (iA) whether Borrower is requesting a Loan or a conversion of Loans from one Type to the other, (B) the requested date of the Borrowing Loan or conversion conversion, as the case may be (which shall be a Business Day), (iiC) the principal amount of Loans to be borrowed and or converted, (iiiD) the initial Type of the Loans to be borrowed or to which existing Loans are to be converted. , and (bE) Following receipt the location and number of Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.1. Notwithstanding anything in this Credit Agreement to the contrary, if Borrower fails to specify a Type of Loan in a Committed Loan Notice, Agent shall promptly notify each Lender of the amount of its Pro Rata Share of then the applicable Loans shall be made as ABR Loans. In the case For avoidance of a Borrowingdoubt, each Lender shall make the amount Xxxxxxxx and Xxxxxx acknowledge and agree that any conversion of its an existing Loan available to Agent in immediately available funds at Agent’s Office not later than 1:00 p.m., New York time, on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension, Section 4.01), Agent shall make all funds so received available to Borrower in like funds as received by Agent either by (i) crediting the account of Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) Agent by Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, deemed to the payment in full be a continuation of any such L/C Borrowings, that Loan with a converted interest rate methodology and second, to Borrower as provided abovenot a new Loan. (c) Agent shall promptly notify Borrower During the existence of an Event of Default, Lender may require that (i) no Loans may be requested as or converted to SOFR Loans and Lenders of the interest rate applicable (ii) unless repaid, each SOFR Loan be converted to any Interest Period for LIBOR Rate Loans upon determination of such interest rate. The determination of the LIBOR Rate by Agent shall be conclusive in the absence of manifest erroran ABR Loan.

Appears in 1 contract

Samples: Credit Agreement

Borrowings and Conversions of Loans. (a) Each Borrowing or and each conversion of Loans from one Type to the other shall be made upon the Borrower’s irrevocable notice to Agentthe Administrative Agent and Collateral Administrator, which may be given in writing, including via email; provided that, any such notice which is conditioned upon the effectiveness of other transactions may be revoked or delayed by telephone; providedthe Borrower (by notice to the Administrative Agent and the Collateral Administrator not later than 1:00 p.m. on the Business Day before such Loan was scheduled to be funded) if such other transactions fail to become effective (and, howeverfor the avoidance of doubt, the Borrower need not deliver to shall be liable for any amounts required under Section 3.05 or other reasonable and documented out-of-pocket costs incurred by the Administrative Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loanany Lender in connection with such revocation or delay). Each such notice must be received by the Administrative Agent and the Collateral Administrator not later than 11:00 a.m.12:00 noon (x) in the case of Daily SOFR Loans, New York time on the Business Day prior to the requested date of any Borrowing of, or conversionconversion to Daily SOFR Loans denominated in Dollars or of any conversion of Daily SOFR Loans denominated in Dollars to Base Rate Loans, (y) in the case of Alternative Currency Loans, three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation and (z) on the Business Day requested for any Borrowing of Base Rate Loans. Each telephonic written notice by the Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Except as provided in Section 2.03(c)Each Borrowing of, or conversion to, Daily SOFR Loans and each Borrowing of, conversion to or continuation of Alternative Currency Loans shall be in a principal amount of the lesser of (x)(i) in the case of USD-denominated Loans, $500,000 or a whole multiple of $100,000 in excess thereof, (ii) in the case of EUR-denominated Loans, €400,000 or a whole multiple of €100,000 in excess thereof, (iii) in the case of GBP-denominated Loans, £350,000 or a whole multiple of £75,000 in excess thereof, (iv) in the case of CAD-denominated Loans, CAD625,000 or a whole multiple of CAD125,000 in excess thereof, (v) in the case of AUD-denominated Loans, AUD650,000 or a whole multiple of AUD130,000 in excess thereof, (vi) in the case of DKK-denominated Loans, DKK3,000,000 or a whole multiple of DKK600,000 in excess thereof, (vii) in the case of NOK-denominated Loans, NOK4,000,000 or a whole multiple of NOK775,000 in excess thereof, (viii) in the case of SEK-denominated Loans, SEK4,000,000 or a whole multiple of SEK850,000 in excess thereof or (ix) in the case of NZD-denominated Loans, NZD650,000 or a whole multiple of NZD130,000 in excess thereof (or, in the case of any Loan denominated in an Eligible Currency other than USD, such lesser amount such that no Alternate Currency Par Balance Shortfall exists or would result therefrom) or (y) in the amount of the unused portion of the Commitments. Each Borrowing of, or conversion of Revolving to, Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $500,000 100,000 in excess thereofthereof or in the amount of the unused portion of the Commitments (or, in the case of any Borrowing to be applied to fund any draw under a Revolving Asset or Delayed Draw Asset, such other amount as may be required to fund such draw). Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to the other, (ii) the requested date of the Borrowing or conversion conversion, as the case may be (which shall be a Business Day), (iiiii) the principal amount of Loans to be borrowed and or converted, (iiiiv) the initial Type of the Loans to be borrowed or to which existing Loans are to be converted, (v) the requested Eligible Currency in which such Loan is to be made and (vi) with respect to any Revolving Asset or Delayed Draw Asset, the amount to be deposited in the Unfunded Exposure Account in connection with the acquisition of any Collateral Asset(s) pursuant to Section 2.15. If the Borrower fails to specify a Type of Loan in a Loan Notice, then the applicable Loans shall be made as Alternative Currency Term Rate Loans or Alternative Currency Daily Rate Loans, as applicable (in the case of any Loans denominated in an Alternative Currency) or Daily SOFR Loans (in the case of any Loans denominated in Dollars), as applicable. (b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share Applicable Percentage of the applicable Loans. In the case of a Borrowing, each Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds Same Day Funds at the Administrative Agent’s Office not later than 1:00 p.m., New York time, p.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit ExtensionBorrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, and second, to Borrower as provided above. (c) Except as otherwise provided herein, an Alternative Currency Term Rate Loan may be converted only on the last day of an Interest Period unless the Borrower pays the amount due, if any, under Section 3.05 in connection therewith. During the existence of an Event of Default, no Loans may be converted to Daily SOFR Loans or Alternative Currency Daily Rate Loans or converted to or continued as Alternative Currency Term Rate Loans, as applicable, without the consent of the Required Lenders. (d) [Reserved]. (e) Notwithstanding anything to the contrary herein, (i) on the last day of the Availability Period, if the amount on deposit in the Unfunded Exposure Account is less than the Aggregate Unfunded Exposure Amount, the Borrower shall request a Borrowing to be deposited into the Unfunded Exposure Account in the amount of the Aggregate Unfunded Exposure Loan Amount and (ii) upon the occurrence of an Event of Default, if the amount on deposit in the Unfunded Exposure Account is less than the Aggregate Unfunded Exposure Amount, the Borrower shall request a Loan to be deposited into the Unfunded Exposure Account in the amount of such shortfall (the “Exposure Amount Shortfall”). Following receipt of a Loan Notice, the Administrative Agent shall promptly notify Borrower and Lenders each Lender of the interest rate applicable to any Interest Period for LIBOR Rate Loans upon determination amount of such interest rate. The determination its Applicable Percentage of the LIBOR Rate by Agent applicable Loans and the Lenders shall be conclusive fund such Aggregate Unfunded Exposure Loan Amount or Exposure Amount Shortfall, as applicable, in accordance with Section 2.02(b), notwithstanding anything to the absence contrary herein (including, without limitation, the Borrower’s failure to satisfy any of manifest errorthe conditions precedent set forth in Section 4.02), except that no Lender shall make any Loan to the extent that, after giving effect to such Loan, the Total Outstandings would exceed the Borrowing Base.

Appears in 1 contract

Samples: Credit Agreement (HPS Corporate Lending Fund)

Borrowings and Conversions of Loans. (a) Each Borrowing or Borrowing, each conversion of Loans from one Type to the other shall be made upon the Borrower’s irrevocable notice to Agentthe Administrative Agent and Collateral Administrator, which may be given by telephone; providedin writing, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loanincluding via email. Each such notice must be received by the Administrative Agent and the Collateral Administrator not later than 11:00 a.m.a.m. (x) on the first Business Days immediately prior to the requested date of any Borrowing of any Daily SOFR Loan, New York time of any conversion of Base Rate Loans to Daily SOFR Loans, or of any conversion of Daily SOFR Loans to Base Rate Loans and (y) on the requested date of any Borrowing or conversionof any Base Rate Loans. Each telephonic written notice by the Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Except as provided in Section 2.03(c)Each Borrowing of, each Borrowing or conversion of Revolving to, Daily SOFR Loans shall be in a minimum principal amount of $500,000 1,000,000 or a whole multiple of $500,000 in excess thereof, or in the amount of the unused portion of the Commitments. Each Borrowing of, or conversion to, Base Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof or in the amount of the unused portion of the Commitments (or, in the case of any Borrowing to be applied to fund any draw under a Revolving Asset or Delayed Draw Asset, such other amount as may be required to fund such draw). Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to another, (ii) the requested date of the Borrowing Borrowing, conversion or conversion continuation, as the case may be (which shall be a Business Day), (iiiii) the principal amount of Loans to be borrowed and or converted, (iiiiv) the initial Type of the Loans to be borrowed or convertedto which existing Loans are to be converted and (v) with respect to any Revolving Asset or Delayed Draw Asset, the amount to be deposited in the Unfunded Exposure Account in connection with the acquisition of any Collateral Asset(s) pursuant to Section 2.17. If the Borrower fails to specify a Type of Loan in a Loan Notice or if the Borrower fails to give a timely notice requesting a conversion, then the applicable Loans shall be made as Daily SOFR Loans. (b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share Applicable Percentage of the applicable Loans. In the case of a Borrowing, each Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds Same Day Funds at the Administrative Agent’s Office not later than 1:00 p.m., New York time, p.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit ExtensionBorrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, and second, to Borrower as provided above. (c) During the existence of an Event of Default, no Loans may be converted to Daily SOFR Loans without the consent of the Required Lenders. (d) Notwithstanding anything to the contrary herein, (i) upon the expiration of the Availability Period, if the amount on deposit in the Unfunded Exposure Account is less than the Aggregate Unfunded Exposure Amount, the Borrower shall be deemed to have made a Borrowing request and for such Borrowing to be deposited into the Unfunded Exposure Account in the amount of the lesser of (x) such shortfall and (y) the Aggregate Unfunded Exposure Loan Amount and (ii) upon the occurrence of an Event of Default, if the amount on deposit in the Unfunded Exposure Account is less than the Aggregate Unfunded Exposure Amount, the Borrower shall be deemed to have made a Borrowing request and for such Borrowing to be deposited into the Unfunded Exposure Account in the amount of such shortfall (the “Exposure Amount Shortfall”). Following receipt of a Loan Notice (which shall specify the account details of the Unfunded Exposure Account where the funds will be made available), the Administrative Agent shall promptly notify Borrower and Lenders each Lender of the interest rate applicable to any Interest Period for LIBOR Rate Loans upon determination amount of such interest rate. The determination its Applicable Percentage of the LIBOR Rate by Agent applicable Loans and the Lenders shall be conclusive fund such Aggregate Unfunded Exposure Loan Amount or Exposure Amount Shortfall, as applicable, in accordance with Section 2.02(b), notwithstanding anything to the absence contrary herein (including, without limitation, the Borrower’s failure to satisfy any of manifest errorthe conditions precedent set forth in Section 4.02), except that no Lender shall make any Loan to the extent that, after giving effect to such Loan, the Total Outstandings would exceed the Borrowing Base.

Appears in 1 contract

Samples: Credit Agreement (Nuveen Churchill Private Capital Income Fund)

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Borrowings and Conversions of Loans. (a) Each Borrowing or and each conversion of Loans from one Type to the other and each continuation of a SOFR Loan shall be made upon the Borrower’s irrevocable notice to Agentthe Administrative Agent and Collateral Administrator, which may be given by telephone; providedin writing, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loanincluding via email. Each such notice must be received by the Administrative Agent not later than (x) in the case of SOFR Loans, 11:00 a.m., New York time on (1) one Business Day prior to the requested date of any Borrowing of or conversionconversion to Term SOFR Loans or of any conversion of Term SOFR Loans to Base Rate Loans and (y) in the case of Base Rate Loans, 11:00 a.m. on the requested Funding Date of Base Rate Loans. Each telephonic written notice by the Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent (with a copy to the Collateral Administrator) of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower (or the Collateral Manager on behalf of the Borrower). Except as provided in Section 2.03(c)Each Borrowing of, or conversion to SOFR Loans and each Borrowing of, conversion to or continuation of SOFR Loans shall be in a minimum principal amount of the lesser of (x) $500,000 or a whole multiple of $100,000 in excess thereof or (y) the amount of the unused portion of the Commitments. Each Borrowing of, or conversion of Revolving to, Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $500,000 100,000 in excess thereofthereof or in the amount of the unused portion of the Commitments. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to another, (ii) the requested date of the Borrowing Borrowing, conversion or conversion continuation, as the case may be (which shall be a Business Day), (iiiii) the principal amount of Loans to be borrowed and or converted, (iiiiv) the initial Type of the Loans to be borrowed or to which existing Loans are to be converted, and (v) with respect to any Revolving Asset or Delayed Draw Asset, the amount to be deposited in the Unfunded Exposure Account in connection with the acquisition of any Collateral Asset(s) pursuant to Section 2.17. If the Borrower fails to specify a Type of Loan in a Loan Notice then the applicable Loans shall be made as Base Rate Loans, or if the Borrower fails to give a timely notice requesting a conversion, then the applicable Loans shall continue as the same Type of Loans. (b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share Applicable Percentage of the applicable Loans. In the case of a Borrowing, each Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds Same Day Funds at the Administrative Agent’s Office not later than 1:00 p.m., New York time, p.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit ExtensionBorrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, and second, to Borrower as provided above. (c) Except as otherwise provided herein, a SOFR Loan may be converted only on the last day of an Interest Period unless the Borrower pays the amount due, if any, under Section 3.05 in connection therewith. During the existence of a Default, no Loans may be requested as, or converted to SOFR Loans without the consent of the Required Lenders. (d) Notwithstanding anything to the contrary herein, (i) upon the expiration of the Availability Period, if the amount on deposit in the Unfunded Exposure Account is less than the Aggregate Unfunded Exposure Amount, the Borrower shall be deemed to have made a Borrowing request and for such Borrowing to be deposited into the Unfunded Exposure Account in the amount of the lesser of (x) such shortfall and (y) the Aggregate Unfunded Exposure Loan Amount and (ii) upon the occurrence of an Event of Default, (A) if the amount on deposit in the Unfunded Exposure Account is less than the Aggregate Unfunded Exposure Amount, the Borrower shall be deemed to have made a Borrowing request and for such Borrowing to be deposited into the Unfunded Exposure Account in the amount of such shortfall and (B) the Borrower shall be deemed to have requested a Borrowing equal to the aggregate Unfunded Exposure Amount minus any amounts on deposit in the Unfunded Exposure Account (the “Exposure Amount Shortfall”). Following receipt of a Loan Notice (which shall specify the account details of the Unfunded Exposure Account where the funds will be made available), the Administrative Agent shall promptly notify Borrower and Lenders each Lender of the interest rate applicable to any Interest Period for LIBOR Rate Loans upon determination amount of such interest rate. The determination its Applicable Percentage of the LIBOR Rate by Agent applicable Loans and the Lenders shall be conclusive fund such Aggregate Unfunded Exposure Loan Amount or Exposure Amount Shortfall, as applicable, in accordance with Section 2.02(b), notwithstanding anything to the absence contrary herein (including, without limitation, the Borrower’s failure to satisfy any of manifest errorthe conditions precedent set forth in Section 4.02), except that no Lender shall make any Loan to the extent that, after giving effect to such Loan, the Total Outstandings would exceed the Borrowing Base.

Appears in 1 contract

Samples: Credit Agreement (Steele Creek Capital Corp)

Borrowings and Conversions of Loans. (a) Each Borrowing or and each conversion of Loans from one Type to the other shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephonetelephone or a Loan Notice; provided, however, provided that any telephonic notice must be confirmed immediately by delivery to the Borrower need not deliver to Administrative Agent notice of the Borrowing of the Tranche A Term a Loan or the Tranche B Term LoanNotice. Each such notice must be received by the Administrative Agent not later than 11:00 a.m.a.m. (i) three (3) U.S. Government Securities Business Days prior to the requested date of any Borrowing of or conversion to SOFR Loans or of any conversion of SOFR Loans to Base Rate Loans, New York time and (ii) on the requested date of any Borrowing or conversionof Base Rate Loans. Each telephonic notice by Borrower pursuant Borrowing of or conversion to this Section 2.02(aSOFR Loans shall be in a principal amount of Three Million Dollars ($3,000,000) must be confirmed promptly by delivery to Agent or a whole multiple of a written Loan Notice, appropriately completed and signed by a Responsible Officer of BorrowerOne Million Dollars ($1,000,000) in excess thereof. Except as provided in Section 2.03(c), each Borrowing of or conversion of Revolving to Base Rate Loans shall be in a principal amount of Five Hundred Thousand Dollars ($500,000 500,000) or a whole multiple of One Hundred Thousand Dollars ($500,000 100,000) in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to the other, (ii) the requested date of the Borrowing or conversion conversion, as the case may be (which shall be a Business Day, or a U.S. Government Securities Business Day, in the case of any SOFR Loan), (iiiii) the principal amount of Loans to be borrowed or converted, and (iiiiv) the initial Type of the Loans to be borrowed or to which existing Loans are to be converted. If the Borrower fails to specify a Type of Loan in a Loan Notice or if the Borrower fails to give a timely notice requesting a conversion, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day prior to the next immediately succeeding Interest Payment Date with respect to the applicable SOFR Loans. (b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share Applicable Percentage of the applicable Loans, and if no timely notice of a conversion is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans described in Section 2.02(a). In the case of a Borrowing, each Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m., New York time, p.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Bank of America Xxxxx Fargo with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower the Borrower, there are L/C Borrowings Unreimbursed Amounts outstanding, then the proceeds of such Borrowing shall be appliedBorrowing, first, shall be applied to the payment in full of any such L/C BorrowingsUnreimbursed Amounts, and second, shall be made available to the Borrower as provided above. (c) Except as otherwise provided herein, a SOFR Loan may be converted only on the last day prior to the next immediately succeeding Interest Payment Date. During the existence of a Default, no Loans may be requested as or converted to SOFR Loans without the consent of the Required Lenders. (d) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Interest Period for LIBOR Rate SOFR Loans upon determination of such interest rate. The determination of At any time that Base Rate Loans are outstanding, the LIBOR Rate by Administrative Agent shall be conclusive notify the Borrower and the Lenders of any change in Xxxxx Fargo’s prime rate used in determining the absence Base Rate promptly following the announcement of manifest errorsuch change. (e) Notwithstanding anything in this Section 2.02 to the contrary, the Borrower may not select Adjusted Daily Simple SOFR for the initial Credit Extension unless such Credit Extension is made at least three (3) U.S. Government Securities Business Days after the date hereof.

Appears in 1 contract

Samples: Credit Agreement (Textainer Group Holdings LTD)

Borrowings and Conversions of Loans. (a) Each Borrowing or and each conversion of Loans from one Type to the other shall be made upon Borrower’s irrevocable notice to Administrative Agent, which may be given by telephone; provided, however, the Borrower need not deliver to Agent notice of the Borrowing of the Tranche A Term Loan or the Tranche B Term Loan. Each such notice must be received by Administrative Agent not later than 11:00 a.m., New York time 12:00 p.m. on the requested date of any Borrowing or conversionconversion of Loans. Each telephonic notice by Borrower pursuant to this Section 2.02(a2.02 (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower. Except as provided in Section 2.03(c), each Each Borrowing of or conversion to Eurodollar Rate Loans shall be in a principal amount of Revolving $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Borrowing of or conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $500,000 100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether Borrower is requesting a Borrowing or a conversion of Loans from one Type to the other, (ii) the requested date of the Borrowing or conversion conversion, as the case may be (which shall be a Business Day), (iiiii) the principal amount of Loans to be borrowed or converted, and (iiiiv) the initial Type of the Loans to be borrowed or to which existing Loans are to be converted. If Borrower fails to specify a Type of Loan in a Loan Notice or if Borrower fails to give a timely notice requesting a conversion, then the applicable Loans shall be made as, or converted to, Base Rate Loans. (b) Following receipt of a Loan Notice, Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share Applicable Percentage of the applicable Loans, and if no timely notice of a conversion is provided by Borrower, Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans described in the preceding subsection. In the case of a Borrowing, each Lender shall make the amount of its Loan available to Administrative Agent in immediately available funds at Administrative Agent’s Office not later than 1:00 p.m., New York time, 11:00 a.m. on the Business Day specified in the applicable Loan Notice. In the case of a Borrowing, upon Upon satisfaction of the applicable conditions set forth in Section 4.02 5.02 (and, if such Borrowing is the initial Credit ExtensionBorrowing, Section 4.015.01), Administrative Agent shall make all funds so received available to Borrower in like funds as received by Administrative Agent either by (i) crediting the account of Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) Administrative Agent by Borrower; provided, however, that if, on the date of the Loan Notice with respect to such Borrowing is given by Borrower there are L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, and second, to Borrower as provided above. (c) During the existence of a Default, no Loans may be requested as or converted to Eurodollar Rate Loans without the consent of Required Lenders. (d) At any time that Base Rate Loans are outstanding, Administrative Agent shall promptly notify Borrower and the Lenders of any change in Bank of America’s prime rate used in determining the interest rate applicable to any Interest Period for LIBOR Base Rate Loans upon determination promptly following the public announcement of such interest rate. The determination of the LIBOR Rate by Agent shall be conclusive in the absence of manifest errorchange.

Appears in 1 contract

Samples: Credit Agreement (Alexander & Baldwin, Inc.)

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