Borrowings, Conversions and Continuations. Each Borrowing, each conversion of Loans from one Type to the other, and each continuation of Term SOFR Loans or Alternative Currency Term Rate Loans shall be made upon the applicable Borrower’s irrevocable notice to the Administrative Agent, which may be given by (A) telephone, or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice. Each such notice must be received by the Administrative Agent not later than (i) 1:00 p.m. on the requested date of any Borrowing by a Domestic Borrower and 1:00 p.m. one Business Day prior to the requested date of any Borrowing by a Foreign Subsidiary Borrower of Base Rate Loans or SOFR Daily Floating Rate Loans or of any conversion of SOFR Daily Floating Rate Loans to Base Rate Loans, (ii) in the case of Alternative Currency Loans, 1:00 p.m. 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 (iii) in the case of Term SOFR Loans, 1:00 p.m. three Business Days prior to the requested date of any Borrowing or any continuation; provided, however, that if such Borrower wishes to request Term SOFR Loans or Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than (i) 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation of Term SOFR Loans, or (ii) 1:00 p.m. five Business Days prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. In the case of a request pursuant to the proviso in the preceding sentence, not later than (i) 1:00 p.m. three Business Days before the requested date of such Borrowing, conversion or continuation of Term SOFR Loans, or (ii) 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify such Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each Borrowing of, conversion to or continuation of SOFR Daily Floating Rate Loans, Alternative Currency Loans or Term SOFR Loans shall be in a principal amount of $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 $100,000 in excess thereof. Each Loan Notice shall specify (i) whether such Borrower is requesting a Borrowing, a conversion of Loans from one Type to the other, or a continuation of Term SOFR Loans or Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, 4857-0343-40294880-4767-9669 v.93
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Borrowings, Conversions and Continuations. of Loans (a) Each Term Borrowing, each Revolving Credit Borrowing, the borrowing of Repatriation Bridge Loans, each conversion of Term Loans, Repatriation Bridge Loans or Revolving Credit Loans from one Type to the other, and each continuation of Eurocurrency Rate Loans and Term SOFR Loans or Alternative Currency Term Rate Loans shall be made upon the applicable Borrower’s irrevocable notice to the Administrative Agent, which may be given by (A) telephone, or (B) a Loan Notice; provided that any . Each telephonic notice by the Borrower pursuant to this Section 2.02
(a) must be confirmed promptly immediately by delivery to the Administrative Agent of a written Loan Notice, appropriately signed by a Responsible Officer of the Borrower. Each such notice Loan Notice must be received by the Administrative Agent not later than (i) 1:00 12:00 p.m. on the requested date of any Borrowing by a Domestic Borrower and 1:00 p.m. one Business Day prior to the requested date of any Borrowing by a Foreign Subsidiary Borrower of Base Rate Loans or SOFR Daily Floating Rate Loans or of any conversion of SOFR Daily Floating Rate Loans to Base Rate Loans, (ii) in the case of Alternative Currency Loans, 1:00 p.m. three four 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 Eurocurrency Rate Loans, continuation of Eurocurrency Rate Loans or any continuationconversion of Base Rate Loans or Term SOFR Loans to Eurocurrency Rate Loans, in each case, denominated in an Alternate Currency, (ii) 12:00 p.m. on the requested date of any Borrowing of Base Rate Loans and (iii) in the case of Term SOFR Loans, 1:00 12:00 p.m. three Business Days prior to the requested date of any Borrowing or any continuation; provided, however, that if such Borrower wishes to request Term SOFR Loans or Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than (i) 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation of Term SOFR Loans, or (ii) 1:00 p.m. five Business Days prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. In the case of a request pursuant to the proviso in the preceding sentence, not later than (i) 1:00 p.m. three Business Days before the requested date of such Borrowing, conversion or continuation of Term SOFR Loans, Loans or any conversion of Base Rate Term Loans or Eurocurrency Rate Loans to Term SOFR Loans denominated in Dollars. Each telephonic notice by the Borrower pursuant to this Section 2.02
(iia) 1:00 p.m. four Business Days prior must be confirmed promptly by delivery to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify such Borrower (which notice may be of a written Loan Notice, appropriately completed and signed by telephone) whether or not a Responsible Officer of the requested Interest Period has been consented to by all the applicable LendersBorrower. Each Borrowing of, conversion to or continuation of SOFR Daily Floating Eurocurrency Rate Loans, Alternative Currency Loans or Term SOFR Loans Loans, as may be permitted hereunder, shall be in a principal amount of the Dollar Equivalent of $5,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (or (x) €1,000,000 in the case of any Borrowing denominated in Euros, (y) £1,000,000 in the case of any Borrowing denominated in Pounds Sterling or (z) the Dollar Equivalent thereof in the case of any Borrowing denominated in any other Alternate Currency). Each Except as provided in Section 2.04(c)(i) and Section 2.05(c)(i), each Borrowing of or conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether such the Borrower is requesting a Term Borrowing, a Revolving Credit Borrowing, a borrowing of Repatriation Bridge Loans, a conversion of Term Loans, Repatriation Bridge Loans or Revolving Credit Loans from one Type to the other, or a continuation of Eurocurrency Rate Loans or Term SOFR Loans or Alternative Currency Term Rate Loans, as applicable, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continuedcontinued (in Dollars or in an Alternate Currency), 4857-0343-40294880-4767-9669 v.93(iv) the Type of Loans to be borrowed or which existing Term Loans, Repatriation Bridge Loans or Revolving Credit Loans are to be converted, (v) whether such Borrowing will be made in Dollars or an Alternate Currency and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a Type of Loan in a Loan Notice or fails to give a timely notice requesting a conversion or continuation, then (i) the applicable Term Loans, Repatriation Bridge Loans, or Revolving Credit Loans denominated in Dollars shall be made as, or converted to a Term SOFR Loan with an Interest Period of one month, and (ii) any applicable Revolving Credit Loans denominated in an Alternate Currency shall be made as, or converted to a Eurocurrency Rate Loan with an Interest Period of one month (subject to the definition of Interest Period). Any such automatic conversion to Eurocurrency Rate Loans or Term SOFR Loans, as applicable, with an Interest Period of one month shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurocurrency Rate Loans or Term SOFR Loans, as applicable. If the Borrower requests a Borrowing of, conversion to, or continuation of Eurocurrency Rate Loans or Term SOFR Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed in each case to have specified an Interest Period of one month. Notwithstanding the foregoing each Revolving Credit Loan denominated in an Alternate Currency shall be a Eurocurrency Rate Loan.
(b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Eurocurrency Rate Loans or Term SOFR Loans with an Interest Period of one month or continuation described in Section 2.02(a). In the case of each Borrowing, each Appropriate Lender shall make the amount of its Loan available to the 76
(c) Except as otherwise provided herein, a Eurocurrency Rate Loan and a Term SOFR Loans may be continued or converted only on the last day of an Interest Period for such Eurocurrency Rate Loan or Term SOFR Loan, as applicable, unless the Borrower pays the amount due, if any, under Section 3.07 in connection therewith. During the existence of an Event of Default, the Administrative Agent or the Required Lenders may require that no Loans may be converted to or continued as Eurocurrency Rate Loans or Term SOFR Loans.
(d) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Interest Period for Eurocurrency Rate Loans and/or Term SOFR Loans upon determination of such interest rate. The determination of the Eurocurrency Rate and Term SOFR by the Administrative Agent shall be conclusive in the absence of manifest error. At any time that Base Rate Loans are outstanding, the Administrative Agent shall notify the Borrower and the Lenders of any change in Bank of America’s prime rate used in determining the Base Rate promptly following the public announcement of such change.
(e) After giving effect to all Term Borrowings, all Revolving Credit Borrowings, all conversions of Term Loans or Revolving Credit Loans from one Type to the other, and all continuations of Term Loans or Revolving Credit Loans as the same Type, there shall not be more than 12 Interest Periods in effect with respect to Loans.
(f) The failure of any Lender to make the Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of any Borrowing.
(g) Notwithstanding anything contained in this Agreement to the contrary, the Term Loans and the Revolving Credit Loans denominated in Dollars may only be Base Rate Loans or Term SOFR Loans (and in no event shall the Term Loans or the Revolving Credit Loans denominated in Dollars be deemed to be Eurocurrency Rate Loans).
Appears in 1 contract
Borrowings, Conversions and Continuations. (a) Each Borrowing, each conversion of Loans from one Type to the other, and each continuation of Term SOFR Loans or Alternative Currency Term Rate LIBOR Loans shall be made upon the applicable Borrower’s irrevocable notice to the - 52 - Administrative Agent, which may be given by (A) telephone, telephone or (B) a Loan Borrowing Notice; provided that any telephonic telephone notice must be confirmed promptly immediately by delivery to the Administrative Agent of a Loan Borrowing Notice. Each such notice Borrowing Notice must be received by the Administrative Agent not later than 11:00 a.m. (i) 1:00 p.m. on the requested date of any Borrowing by a Domestic Borrower and 1:00 p.m. one Business Day prior to the requested date of any Borrowing by a Foreign Subsidiary Borrower of Base Rate Loans or SOFR Daily Floating Rate Loans or of any conversion of SOFR Daily Floating Rate Loans to Base Rate Loans, three (ii3) in the case of Alternative Currency Loans, 1:00 p.m. three Business Days (or five Business Days in such shorter period as shall have been agreed to by the case of a Special Notice CurrencyAdministrative Agent and the Lenders) prior to the requested date of any Borrowing orof, in the case conversion to or continuation of Alternative Currency Term LIBOR Loans or of any conversion of LIBOR Loans to Base Rate Loans, any continuation, and (iiiii) in the case of Term SOFR Loans, 1:00 p.m. three Business Days prior to on the requested date of any Borrowing or any continuationof Base Rate Loans; provided, however, that if such the Borrower wishes to request Term SOFR Loans or Alternative Currency Term Rate LIBOR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. four (i4) 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation of Term SOFR Loans, or (ii) 1:00 p.m. five Business Days prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loanscontinuation, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. In the case of a request pursuant to the proviso in the preceding sentence, not Not later than 11:00 a.m. three (i3) 1:00 p.m. three Business Days before the requested date of such Borrowing, conversion or continuation of Term SOFR Loans, or (ii) 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loanscontinuation, the Administrative Agent shall notify such the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each Borrowing of, conversion to or continuation of SOFR Daily Floating Rate Loans, Alternative Currency LIBOR Loans or Term SOFR Loans shall be in a principal amount of $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 minimum principal amount of Five Hundred Thousand and No/100 Dollars ($500,000 or a whole multiple 500,000.00), and in multiples of One Hundred Thousand and No/100 Dollars ($100,000 100,000.00) in excess thereof. Each Loan Borrowing Notice shall specify (i) whether such the Borrower is requesting a Borrowing, a conversion of Loans from one Type to the other, or a continuation of Term SOFR Loans or Alternative Currency Term Rate as LIBOR Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) whether the Borrower is requesting a Borrowing of Revolving Loans and/or Term Loans, (iv) the principal amount of Loans to be borrowed, converted or continued, 4857-0343-40294880-4767-9669 v.93(v) the Type of Loans to be borrowed or to which existing Loans are to be converted, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a Type of Loan in a Borrowing Notice or if the Borrower fails to give a timely notice requesting a conversion or continuation, 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 of the Interest Period then in effect with respect to the applicable LIBOR Loans. If the Borrower requests a Borrowing of, conversion to, or continuation of LIBOR Loans in any such Borrowing Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.
(b) Following receipt of a Borrowing Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Loans, and if no timely notice of a conversion or continuation 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 the preceding subsection. 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. on the Business Day specified in the applicable Borrowing Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Borrowing, 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 JPMC 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 the Borrowing Notice with respect to such Borrowing is given by the Borrower, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the Borrower as provided above.
(c) Except as otherwise provided herein, a LIBOR Loan may be continued or converted only on the last day of an Interest Period for such LIBOR Loan. During the existence of a Default, no Loans may be requested as, converted to or continued as LIBOR Loans without the consent of the Required Lenders, as applicable.
(d) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Interest Period for LIBOR Loans upon determination of such interest rate. At any time that Base Rate Loans are outstanding, the Administrative Agent shall notify the Borrower and the Lenders of any change in JPMC’s prime rate used in determining the Base Rate promptly following the public announcement of such change.
(e) After giving effect to all Borrowings, all conversions of Loans from one Type to the other, and all continuations of Loans as the same Type, there shall not be more than ten (10) Interest Periods in effect with respect to LIBOR Loans.
Appears in 1 contract
Samples: Credit Agreement (Cole Office & Industrial REIT (CCIT II), Inc.)
Borrowings, Conversions and Continuations. (a) Each Borrowing, each conversion of Loans from one Type to the other, and each continuation of a LIBOR Rate Loan, a Term SOFR Loans Loan, or an Alternative Currency Term Rate Loans Loan shall be made upon the applicable Borrower’s irrevocable notice to the Administrative Agent, which may be given by (A) telephone, or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice. Each such notice Loan Notice must be received by the Administrative Agent not later than (i) 1:00 p.m. 11:00 a.m. on the requested date of any Borrowing by a Domestic Borrower and Borrowings of Base Rate Loans or Canadian Prime Rate Loans, (ii) 1:00 p.m. one three Business Day Days prior to the requested date of any Borrowing by a Foreign Subsidiary Borrower of, conversion to or continuation of Base LIBOR Rate Loans, of any conversion of LIBOR Rate Loans or SOFR Daily Floating to Base Rate Loans or of any conversion of Alternative Currency Loans denominated in Canadian Dollars to Canadian Prime Rate Loans, (iii) 1:00 p.m. two Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Term SOFR Daily Floating Rate Loans or of any conversion of Term SOFR Loans to Base Rate Loans, and (iiiv) in 11:00 a.m. four Business Days prior to the case requested date of any Borrowing of Alternative Currency Loans, 1:00 p.m. three Business Days Loans or any continuation of Alternative Currency Term Rate Loans (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 (iii) in the case of Term SOFR Loans, 1:00 p.m. three Business Days prior to the requested date of any Borrowing or any continuation); provided, however, that if such Borrower wishes to request LIBOR Rate Loans, Term SOFR Loans CHAR1\0000000x0 Loans, or Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in a duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than (i) 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation of LIBOR Rate Loans or Term SOFR Loans, or (ii) 1:00 p.m. 11:00 a.m. five Business Days (or six Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loans, in each case, whereupon the Administrative Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. In the case of a request pursuant to the proviso in the preceding sentence, not later than (i) 1:00 p.m. three Business Days before the requested date of such Borrowing, conversion or continuation of LIBOR Rate Loans or Term SOFR Loans, or (ii) 1:00 p.m. 11:00 a.m. four Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Alternative Currency Term Rate Loans, in each case, the Administrative Agent shall notify such Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the applicable Lenders. Each Borrowing of, conversion to or continuation of SOFR Daily Floating LIBOR Rate Loans, Term SOFR Loans, or Alternative Currency Loans or Term SOFR Loans Loans, as applicable, shall be in a principal amount of the Dollar Equivalent of $5,000,000 (or C$5,000,000, in the case of any Alternative Currency Loans denominated in Canadian Dollars) or a whole multiple of the Dollar Equivalent of $1,000,000 in excess thereofthereof (or C$1,000,000, in the case of any Alternative Currency Loans denominated in Canadian Dollars) (or, if less, the entire principal thereof then outstanding); provided, that, in connection with a simultaneous Borrowing of, conversion to or continuation of LIBOR RateTerm SOFR Loans that are Revolving A Loans and Revolving B Loans, the foregoing minimum and multiple amounts shall apply to the principal amount such Revolving A Loans and such Revolving B Loans, taken a whole. Each Borrowing of or conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereofthereof (or, if less, the entire principal thereof then outstanding); provided, that, in connection with a simultaneous Borrowing of or conversion to Base Rate Loans that are Revolving A Loans and Revolving B Loans, the foregoing minimum and multiple amounts shall apply to the principal amount such Revolving A Loans and such Revolving B Loans, taken a whole. Each Borrowing of or conversion to Canadian Prime Rate Loans shall be in a principal amount of C$500,000 or a whole multiple of C$100,000 in excess thereof (or, if less, the entire principal thereof then outstanding). Each Loan Notice shall specify (i) whether such Borrower is requesting a Borrowing, a conversion of Loans from one Type to the other, or a continuation of LIBOR Rate Loans, Term SOFR Loans Loans, or Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, 4857-0343-40294880-4767-9669 v.93(iv) the Type of Loans to be borrowed or to which existing Loans are to be converted, (v) if applicable, the duration of the Interest Period with respect thereto, (vi) the currency of the Loans to be borrowed and (vii) whether the Loans to be borrowed are Revolving A Loans, Revolving B Loans, the Initial Term Loan, the Initial Term A-2 Loan, the Term A-3 Loan or an Incremental Term Loan. If the applicable Borrower fails to specify a Type of Loan in a Loan Notice or if such Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans (or, in the case of the Initial Term A-2 Loan, Canadian Prime Rate Loans); provided, however, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one month. Any such automatic conversion of Loans to Base Rate Loans or Canadian Prime Rate Loans, as applicable, shall be effective as of the last day of the Interest Period then in effect with respect to such Loans. If the applicable Borrower requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans, Term SOFR Loans, or Alternative Currency Term Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. No Loan may be converted into or continued as a Loan denominated in a different currency.
(b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each applicable Lender of the amount (and currency) of its Applicable Percentage of the applicable Loans, and if no timely notice of a conversion or continuation is provided by the CHAR1\0000000x0 applicable Borrower, the Administrative Agent shall notify each applicable Lender of the details of any automatic conversion to Base Rate Loans or Canadian Prime Rate Loans, as applicable, or continuation of LIBOR Rate Loans, Term SOFR Loans, or Alternative Currency Term Rate Loans, in each case as described in the preceding subsection. In the case of a Borrowing, each applicable Lender shall make the amount of its Loan available to the Administrative Agent in Same Day Funds at the Administrative Agent’s Office for the applicable currency not later than (i) 1:00 p.m., in the case of any Loan denominated in Dollars, (ii) 1:00 p.m., in the case of any Canadian Prime Rate Loans, or (iii) the Applicable Time specified by the Administrative Agent in the case of any Loan denominated in an Alternative Currency, in each case on the Business Day specified in the applicable Loan Notice. 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 applicable Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of such 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 such Xxxxxxxx; provided, however, that if, on the date of a Borrowing of Revolving A Loans, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings and second, shall be made available to such Borrower as provided above.
(c) Except as otherwise provided herein, a LIBOR Rate Loan, a Term SOFR Loan or an Alternative Currency Term Rate Loan may be continued or converted only on the last day of an Interest Period for such Loan. During the existence of an Event of Default, at the request of the Required Lenders or the Administrative Agent, (i) no Loans may be requested as, converted to or continued as LIBOR Rate Loans or Term SOFR Loans and (ii) no Loans may be requested as, or converted to Alternative Currency Daily Rate Loans or converted to or continued as Alternative Currency Term Rate Loans. During the existence of an Event of Default and subject to the immediately preceding sentence, Alternative Currency Term Rate Loans may be maintained and at the end of the Interest Period with respect thereto shall automatically be continued as Alternative Currency Term Rate Loans with an Interest Period of one month.
(d) The Administrative Agent shall promptly notify the applicable Borrower and the applicable Lenders of the interest rate applicable to any Interest Period for LIBOR Rate Loans, Term SOFR Loans, or Alternative Currency Term Rate Loans, as applicable, upon determination of such interest rate. At any time that Base Rate Loans or Canadian Prime Rate Loans are outstanding, the Administrative Agent shall notify the Company and the Lenders of any change in Bank of America’s prime rate used in determining the Base Rate or Canadian Prime Rate, as applicable, promptly following the public announcement of such change.
(e) After giving effect to all Borrowings, all conversions of Loans from one Type to the other, and all continuations of Loans as the same Type, there shall not be more than fifteen Interest Periods in effect with respect to all Loans.
(f) Notwithstanding anything to the contrary in this Agreement, any Lender may exchange, continue or rollover all of the portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the Company, the Administrative Agent and such Lender.
Appears in 1 contract
Samples: Credit Agreement (EnerSys)