Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000. (b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 2 contracts
Samples: Credit Agreement (Establishment Labs Holdings Inc.), Credit Agreement (Establishment Labs Holdings Inc.)
Borrowings. (a) Each The Loans shall, at the option of the Borrower and subject to the terms and conditions of this Agreement, be either Base Rate Loans or LIBOR Loans (each, a "Type" of Loan), provided that all Loans comprising the same Borrowing -------- shall, unless otherwise specifically provided herein, be of the same Type.
(b) In order to make a Borrowing (other than Borrowings involving continuations or conversions of outstanding Loans, which shall be made upon pursuant to Section 2.11), the Borrower’s irrevocable Borrower will give the Agent written notice not later than 11:00 a.m., Charlotte time, three (3) Business Days prior to each Borrowing to be comprised of LIBOR Loans and one (1) Business Day prior to each Borrowing to be comprised of Base Rate Loans; provided, however, that requests for the -------- ------- Borrowing of any Loans to be made on the Closing Date may, at the discretion of the Agent, be given later than the times specified hereinabove. Each such notice (each, a "Notice of Borrowing") shall be irrevocable, shall be given in the form of a written Loan Notice, appropriately completed Exhibit B-1 and signed by a Responsible Officer shall specify (1) the aggregate principal amount and initial Type of the BorrowerLoans to be made pursuant to such Borrowing, (2) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of a Borrowing of LIBOR Loans, the Term A Borrowinginitial Interest Period to be applicable thereto, and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i3) the requested date of such Borrowing (the "Borrowing Date"), which shall be a Business Day). Upon its receipt of a Notice of Borrowing, the Agent will promptly notify each Lender of the proposed Borrowing. Notwithstanding anything to the contrary contained herein:
(iii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The each Borrowing comprised of Term B-1 Base Rate Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in an excess thereof (or, if less, in the amount of the aggregate Unutilized Commitments), and the aggregate principal amount of each Borrowing comprised of LIBOR Loans shall not be less than $5,000,000. The 5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof;
(ii) if the Borrower shall have failed to designate the Type of Loans comprising a Borrowing, the Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iii) if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Term B-2 Loans LIBOR Loans, then the Borrower shall be in deemed to have selected an aggregate principal amount Interest Period with a duration of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(bc) Following receipt of a Loan Notice for a FacilityNot later than 1:00 p.m., Charlotte time, on the Administrative requested Borrowing Date, each Lender will make available to the Agent shall promptly notify each Appropriate Lender of at its office referred to in Section 11.5 (or at such other location as the Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of its Applicable Percentage under the Loan to be made by such Facility of Lender. To the applicable Loans. Each Appropriate Lender shall make extent the amount of its Loan Lenders have made such amounts 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)as provided hereinabove, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the Borrower in accordance with Section 2.3(a) and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
Appears in 2 contracts
Samples: Credit Agreement (Markel Corp), Credit Agreement (Markel Holdings Inc)
Borrowings. (a) Each To request a Borrowing, an irrevocable Borrowing Request shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) sent to the Administrative AgentAgent via electronic communications or telecopy: (i) in the case of a Eurocurrency Borrowing of U.S. Loans, which must not later than 12:00 p.m., Local Time, three (3) Business Days before the date of the proposed Borrowing, (ii) in the case of a Eurocurrency Borrowing of U.K. Loans, not later than 12:00 p.m., Local Time, four (4) Business Days before the date of the proposed Borrowing, or (iii) in the case of an ABR Borrowing of either U.K. Loans or U.S. Loans (other than Swingline Loans), not later than 12:00 noon, Local Time, one (1) Business Day before the date of the proposed Borrowing; provided, that any such notice of an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.04(e) may be given not later than 11:00 a.m. (x) 10:00 a.m., Local Time, on the Effective Date in the case date of the Term A proposed Borrowing, (y) at least ten (10) Business Days (or . Each such shorter period as may Borrowing Request shall be agreed to in a form approved by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to and signed by the Applicable Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)Borrower. Each Loan Notice such written Borrowing Request shall specify the following information in compliance with Section 2.02:
(i) the name of the Borrower that the Borrowing is being requested on behalf of;
(ii) the aggregate amount of the requested Borrowing;
(iii) the date of such Borrowing (Borrowing, which shall be a Business Day);
(iv) whether such Borrowing is to be Borrowing or a Eurocurrency Borrowing;
(v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”;
(iivi) the applicable Facility under which the Borrower is requesting such Borrowing location and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility number of the applicable Borrower’s account to which funds are to be disbursed;
(vii) the Class of such Borrowing;
(viii) whether such Borrowing will be of U.S. Loans or U.K. Loans. Each Appropriate Lender shall make the amount of its Loan available ; and
(ix) to the Administrative Agent in immediately available funds at extent the Administrative Agent’s Office not later than 1:00 p.m. on Borrowing will be of U.K. Loans, the Business Day specified in the applicable Loan Notice. Upon satisfaction currency of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 2 contracts
Samples: Abl Credit Agreement (Claire's Holdings LLC), Abl Credit Agreement (Claire's Holdings LLC)
Borrowings. (a) Each The Loans shall, at the option of the Borrower and subject to the terms and conditions of this Agreement, be either (i) Base Rate Loans or (ii) LIBOR Loans (each, a “Type” of Loan); provided that (i) all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type, and (ii) no Borrowing of LIBOR Loans may be made at any time prior to the third Business Day after the Closing Date.
(b) In order to make a Borrowing (other than Borrowings involving continuations or conversions of outstanding Loans, which shall be made upon pursuant to Section 2.11), unless such notice requirement is shortened by the Borrower’s irrevocable Administrative Agent, the Borrower will give the Administrative Agent written notice not later than 12:00 p.m. three (3) Business Days prior to each Borrowing to be comprised of LIBOR Loans and not later than 12:00 p.m. on the same Business Day as each Borrowing to be comprised of Base Rate Loans. Each such notice (each, a “Notice of Borrowing”) shall be irrevocable, shall be given in the form of a written Loan Notice, appropriately completed Exhibit B-1 and signed by a Responsible Officer shall specify (1) the aggregate principal amount and initial Type of the BorrowerLoans to be made pursuant to such Borrowing, (2) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of a Borrowing of LIBOR Loans, the Term A Borrowinginitial Interest Period to be applicable thereto, and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i3) the requested date of such Borrowing (the “Borrowing Date”), which shall be a Business Day), . Notwithstanding anything to the contrary contained herein:
(iii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The each Borrowing comprised of Term B-1 Base Rate Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in an excess thereof, and the aggregate principal amount of $5,000,000. The each Borrowing comprised of Term B-2 LIBOR Loans shall not be in less than $1,000,000 or, if greater, an aggregate principal amount integral multiple of $5,000,000. The Borrowing of Term B-3 Loans shall be 500,000 in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be excess thereof (or, in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facilityeach case if less than the minimum amount, the Administrative Agent shall promptly notify each Appropriate Lender of in the amount of its Applicable Percentage under such Facility the aggregate Unutilized Commitments);
(ii) if the Borrower shall have failed to designate the Type of Loans comprising a Borrowing, then the Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iii) if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of LIBOR Loans. Each Appropriate , then the Borrower shall be deemed to have selected an Interest Period with a duration of one (1) month;
(c) Not later than 2:00 p.m. on the requested Borrowing Date, each applicable Lender shall will make the amount of its Loan available to the Administrative Agent at the Payment Office an amount, in Dollars and in immediately available funds at funds, equal to the amount of the Loan or Loans to be made by such Lender. To the extent such Lenders have made such amounts available to the Administrative Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)Agent as provided hereinabove, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the Borrower in accordance with Section 2.3(a) and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
Appears in 2 contracts
Samples: Credit Agreement (Selective Insurance Group Inc), Credit Agreement (Selective Insurance Group Inc)
Borrowings. (a) Each Borrowing Borrowing, shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which may be given by (A) telephone or (B) a Notice of Borrowing; provided that any telephonic notice must be given not later than 11:00 a.m. (x) on confirmed immediately by delivery to the Effective Date in the case Administrative Agent of the Term A a Notice of Borrowing, (y) at least ten (10) Business Days (or . Each such shorter period as may Notice of Borrowing must be agreed to received by the Administrative Agent in its sole discretionnot later than 12:00 noon three (3) in advance of Business Days prior to the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 any Borrowing). Each Loan Borrowing shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Notice of Borrowing shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under to which such Borrowing relates, (iii) the Borrower is requesting proposed use of proceeds with respect to such Borrowing and (iiiiv) the principal amount of Loans Advances to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facilityof Borrowing, the Administrative Agent shall promptly (and in any event, no later than 11:00 a.m. two (2) Business Days prior to the requested date of Borrowing set forth in the applicable Notice of Borrowing) notify (which may be done electronically) each Appropriate Lender of the amount of its Applicable Percentage under such Facility pro rata share of the applicable LoansAdvances. Each Appropriate In the case of a Borrowing, each Lender shall make the amount of its Loan Advance available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 P.M. on the Business Day specified in the applicable Loan NoticeNotice of Borrowing. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 3.02 (and, if such Borrowing is made on the initial BorrowingRestatement Effective Date, Section 5.01 and Section 5.023.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
(c) [Reserved].
(d) [Reserved].
(e) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s ratable portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of, and at the time of, such Borrowing in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount; provided that the Administrative Agent shall have no obligation to make any Advance using its own funds. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.07 to Advances comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender’s Advance as part of such Borrowing for all purposes. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) The obligations of the Lenders hereunder to make Advances and to make payments pursuant to Section 8.05 are several and not joint. The failure of any Lender to make the Advance to be made by it as part of any Borrowing or to make any payment under Section 8.05 on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to make its Advance or to make its payment under Section 8.05.
(g) If any Lender makes available to the Administrative Agent funds for any Advance to be made by such Xxxxxx as provided in the provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Advance set forth in Article III are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.
(h) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Advance in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Advance in any particular place or manner.
Appears in 1 contract
Borrowings. (a) Each Borrowing Borrowing, shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which may be given by (A) telephone or (B) a Notice of Borrowing; provided that any telephonic notice must be given not later than 11:00 a.m. (x) on confirmed immediately by delivery to the Effective Date in the case Administrative Agent of the Term A a Notice of Borrowing, (y) at least ten (10) Business Days (or . Each such shorter period as may Notice of Borrowing must be agreed to received by the Administrative Agent in its sole discretionnot later than 12:00 noon three (3) in advance of Business Days prior to the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 any Borrowing). Each Loan Borrowing shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Notice of Borrowing shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under to which such Borrowing relates, (iii) the Borrower is requesting proposed use of proceeds with respect to such Borrowing and (iiiiv) the principal amount of Loans Advances to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facilityof Borrowing, the Administrative Agent shall promptly (and in any event, no later than 11:00 a.m. two (2) Business Days prior to the requested date of Borrowing set forth in the applicable Notice of Borrowing) notify (which may be done electronically) each Appropriate Lender of the amount of its Applicable Percentage under such Facility pro rata share of the applicable LoansAdvances. Each Appropriate In the case of a Borrowing, each Lender shall make the amount of its Loan Advance available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 P.M. on the Business Day specified in the applicable Loan NoticeNotice of Borrowing. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 3.02 (and, if such Borrowing is made on the initial BorrowingClosing Date, Section 5.01 and Section 5.023.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
(c) [Reserved].
(d) [Reserved].
(e) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of, and at the time of, such Borrowing in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount; provided that the Administrative Agent shall have no obligation to make any Advance using its own funds. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.07 to Advances comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender’s Advance as part of such Borrowing for all purposes. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) The obligations of the Lenders hereunder to make Advances and to make payments pursuant to Section 8.05 are several and not joint. The failure of any Lender to make the Advance to be made by it as part of any Borrowing or to make any payment under Section 8.05 on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to make its Advance or to make its payment under Section 8.05.
(g) If any Lender makes available to the Administrative Agent funds for any Advance to be made by such Lender as provided in the provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Advance set forth in Article III are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.
(h) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Advance in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Advance in any particular place or manner.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice from the Borrower to the Administrative Agent, which may be given by telephone (in provided that such telephonic notice complies with the information requirements of the form of Loan Notice attached hereto). Each such notice must be received by the Administrative Agent not later than 12:00 noon on the requested date of such Borrowing. 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) to the Administrative Agent, which must . Each Borrowing shall be given not later than 11:00 a.m. (x) on the Effective Date in the case a minimum principal amount of the Term A Borrowing, (y) at least ten (10) Business Days ($100,000 or such shorter period as may be agreed to by the Administrative Agent a whole multiple of $50,000 in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), ) and (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans the Revolving Loan to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a FacilityNotice, the Administrative Agent shall promptly notify each Appropriate DIP Lender of the amount of its Applicable Percentage under such Facility of the applicable Loansrequested Revolving Loan. Each Appropriate DIP Lender shall make the amount of its Revolving 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 5.02 (and, if such Borrowing is the initial BorrowingCredit Extension, Section 5.01 and Section 5.025.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by 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 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 a Loan Notice 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) The Administrative Agent shall notify the Borrower and the DIP 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.
Appears in 1 contract
Samples: Debt and Security Agreement
Borrowings. (a) Each Borrowing Borrowing, shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which may be given by (A) telephone or (B) a Notice of Borrowing; provided that any telephonic notice must be given not later than 11:00 a.m. (x) on confirmed immediately by delivery to the Effective Date in the case Administrative Agent of the Term A a Notice of Borrowing, (y) at least ten (10) Business Days (or . Each such shorter period as may Notice of Borrowing must be agreed to received by the Administrative Agent in its sole discretionnot later than 12:00 noon three (3) in advance of Business Days prior to the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 any Borrowing). Each Loan Borrowing shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Notice of Borrowing shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under to which such Borrowing relates, (iii) the Borrower is requesting proposed use of proceeds with respect to such Borrowing and (iiiiv) the principal amount of Loans Advances to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facilityof Borrowing, the Administrative Agent shall promptly (and in any event, no later than 11:00 a.m. two (2) Business Days prior to the requested date of Borrowing set forth in the applicable Notice of Borrowing) notify (which may be done electronically) each Appropriate Lender of the amount of its Applicable Percentage under such Facility pro rata share of the applicable LoansAdvances. Each Appropriate In the case of a Borrowing, each Lender shall make the amount of its Loan Advance available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 P.M. on the Business Day specified in the applicable Loan NoticeNotice of Borrowing. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 3.02 (and, if such Borrowing is made on the initial BorrowingClosing Date, Section 5.01 and Section 5.023.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing The Company shall be made upon give the Borrower’s irrevocable Agent written notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer each requested borrowing of the Borrower) to the Administrative Agent, which must be given Loans not later than 11:00 10:00 a.m. (xNew York time) on the Effective date that is not less than five Business Days prior to the date of such requested borrowing. Each such notice of borrowing shall specify the aggregate principal amount of the Loans to be borrowed (which shall not, in the aggregate, exceed $120,000,000 on the occasion of the initial borrowing hereunder, and shall not, in the aggregate, exceed $50,000,000 on the occasion of the second (and final) borrowing hereunder), the date of borrowing (which shall be a Business Day not later than November 20, 1995, in the case of the initial borrowing hereunder, and the Commitment Termination Date in the case of the Term A Borrowing, second (yand final) at least ten borrowing hereunder) and the initial Interest Period that will apply to the Loans borrowed as part of such borrowing. Each such notice of borrowing shall be irrevocable and shall be effective upon receipt thereof by the Agent. Promptly after the Agent’s receipt of any notice of borrowing (10) and in any event not later than the date three Business Days (or such shorter period as may be agreed prior to by the Administrative Agent in its sole discretion) in advance date of the requested date of such Borrowing in borrowing), the case Agent shall give each Bank notice of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by contents thereof and of each Bank’s pro rata share of the Administrative Agent in its sole discretion) in advance aggregate principal amount of the requested borrowing. Not later than 10:00 a.m. New York time on the date of such Borrowing (other than each requested borrowing, each Bank shall make available to the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) Agent the principal amount of Loans such Bank’s Loan to be borrowedmade as part of such borrowing by paying the same, in Dollars and in immediately available funds, to the Agent’s account no. 04 203606 maintained at Bankers Trust Company, New York, New York, ABA no. 000000000, ref: “Coca-Cola Bottling Co. Consolidated”. Not later than 3:00 p.m. (New York time), the Agent shall, subject to the terms and conditions of this Agreement, make available to the Company the amounts so received -from the Banks by depositing the same, in immediately available funds, in the Company’s account no. 001240985 “Coca-Cola Bottling Co. Consolidated” maintained with NationsBank of North Carolina, N.A., One NationsBank Plaza, Charlotte, North Carolina, ABA no. 000000000; provided, that, notwithstanding the foregoing, the Borrower hereby irrevocably authorizes and instructs the Agent to apply the proceeds of the Loans made on the occasion of the initial borrowing hereunder to repay or prepay in full, on the borrowing date of the initial Loans, any outstanding principal amount of the loans under the Existing Term Loan Agreements. The Borrowing second borrowing of Term A the Loans shall be in an aggregate principal amount of $30,000,000the final borrowing, and accordingly shall terminate any Commitments that remain unborrowed. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender Any portion of the amount of its Applicable Percentage under Commitments not utilized on December 29, 1995 will terminate on such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrowerdate.
Appears in 1 contract
Samples: Loan Agreement (Coca Cola Bottling Co Consolidated /De/)
Borrowings. (a) Each Borrowing of LIBOR Loans shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which shall be given by a Loan Notice. Each such Loan Notice must be given received by the Administrative Agent not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) five Business Days prior to the Closing Date (or such shorter period time as may be agreed acceptable to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 BorrowingAgent). Each The Loan Notice shall specify (i) the requested date of such Borrowing proposed Closing Date (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of LIBOR Loans to be borrowed. The , (iii) an irrevocable instruction to the Administrative Agent to transfer, on behalf of the Borrower, to a Dollar-denominated account of each Reference Creditor established with a financial institution in Peru acceptable to the Administrative Agent, as specified in the Loan Notice, a portion of the proceeds of such Borrowing of Term A Loans shall be in an aggregate principal amount not to exceed the portion of the Reference Indebtedness payable to such Reference Creditor (the amount of $30,000,000. The such portion identified as “Reference Indebtedness” opposite the name of such Reference Creditor in Schedule 1.01-I), on account of prepayment by the Borrower of the Reference Indebtedness and (iv) the account or accounts of the Borrower into which the funding of the remaining proceeds of the requested Borrowing of Term B-1 Loans shall should be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000made.
(b) Following receipt of a Loan Notice for a FacilityNotice, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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. 10:00 a.m. on the Business Day specified in the applicable Loan NoticeClosing Date. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)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) with respect to any portion of the proceeds of the Borrowing used to repay Reference Indebtedness, by wire transfer of such funds, or (ii) with respect to any other portion of the proceeds of the Borrowing, by crediting the account of the Borrower on the books of the Administrative Agent with the amount of such funds or by wire transfer of such funds, in any case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the BorrowerBorrower in the Loan Notice.
(c) 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 Banco de Crédito del Perú’s prime rate used in determining the Base Rate promptly following the public announcement of such change.
(d) There shall be a single Borrowing of the Loans, which shall be made subject to the satisfaction of the conditions set forth under Section 4.1, on the Closing Date.
(e) Each Lender at its option may make any Loan by causing any domestic or foreign Lending Office of such Lender to make such Loan; provided, however, that the exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Buenaventura Mining Co Inc)
Borrowings.
(a) Each Borrowing Borrowing, shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which may be given by (A) telephone or (B) a Notice of Borrowing; provided that any telephonic notice must be given not later than 11:00 a.m. (x) on confirmed immediately by delivery to the Effective Date in the case Administrative Agent of the Term A a Notice of Borrowing, (y) at least ten (10) Business Days (or . Each such shorter period as may Notice of Borrowing must be agreed to received by the Administrative Agent in its sole discretionnot later than 12:00 noon three (3) in advance of Business Days prior to the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 any Borrowing). Each Loan Borrowing shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Notice of Borrowing shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under to which such Borrowing relates, (iii) the Borrower is requesting proposed use of proceeds with respect to such Borrowing and (iiiiv) the principal amount of Loans Advances to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facilityof Borrowing, the Administrative Agent shall promptly (and in any event, no later than 11:00 a.m. two (2) Business Days prior to the requested date of Borrowing set forth in the applicable Notice of Borrowing) notify (which may be done electronically) each Appropriate Lender of the amount of its Applicable Percentage under such Facility pro rata share of the applicable LoansAdvances. Each Appropriate In the case of a Borrowing, each Lender shall make the amount of its Loan Advance available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 P.M. on the Business Day specified in the applicable Loan NoticeNotice of Borrowing. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 3.02 (and, if such Borrowing is made on the initial BorrowingClosing Date, Section 5.01 and Section 5.023.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing, other than the Borrowing on the Effective Date, shall be made upon the Borrower’s irrevocable notice from the Borrower to the Administrative Agent, which may be given by telephone (in provided that such telephonic notice complies with the information requirements of the form of Loan Notice attached hereto). Each such notice must be received by the Administrative Agent not later than 12:00 noon on the Business Day prior to the applicable Increment Date. 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 NoticeNotice by 12:00 noon on the applicable Increment Date, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice (whether telephonic or written) shall specify (i) the requested date of such Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing Increment Date and (iii) the principal then amount of Loans the Incremental Advance proposed to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for telephonic notice of intent to make a FacilityBorrowing complying with clause (a), the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Unless the Administrative Agent has given the Borrower the notice described in clause (c) of this Section 2.02, 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 Increment Date specified in the applicable Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 5.02 (and, if such Borrowing is the initial BorrowingLoan, Section 5.01 and Section 5.025.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds funds, in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
(c) Not later than 12:00 noon three Business Days prior to the applicable Increment Date, the Administrative Agent shall provide irrevocable notice to the Borrower of a determination by the Lenders that the condition set forth in clause (g) of Section 5.02 has not been satisfied and that the Lenders have determined not to make applicable Incremental Advance on such Increment Date.
(d) For the avoidance of doubt, the following milestones shall apply with respect to each Increment Date: Notice of determination not to fund Incremental Advance 12:00 noon Monday, March 10 12:00 noon Wednesday, March 19 12:00 noon Wednesday, April 16 Telephonic notice of Borrowing on Increment Date 12:00 noon Wednesday, March 12 12:00 noon Friday, March 21 12:00 noon Friday, April 18 Loan Notice 12:00 noon Thursday, March 13 12:00 noon Monday, March 24 12:00 noon Monday, April 21 Funds made available to Administrative Agent 1:00 p.m. Thursday, March 13 1:00 p.m. Thursday, March 24 1:00 p.m. Thursday, April 21
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Financial Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. at least three (x3) on Business Days in advance of the Effective Date requested date of the applicable Borrowing (or, in the case of the Term A Borrowing or the Term B-1 Borrowing, such period of fewer than three (y) at least ten (103) Business Days (or such shorter period as may be agreed to by the Administrative Agent shall agree in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), ) and (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing For the avoidance of doubt, the Term A Loans Borrowing shall be in an aggregate a principal amount of $30,000,000. The Borrowing of 60,000,000, the Term B-1 Loans Borrowing shall be in an aggregate a principal amount of $5,000,000. The Borrowing of 10,000,000, the Term B-2 Loans Borrowing shall be in an aggregate a principal amount of $5,000,000. The 15,000,000 and the Term C Borrowing of Term B-3 Loans shall be in an aggregate a principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,00015,000,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.02, Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.025.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (ai) Each Revolving Credit Borrowing shall be made upon on notice given by the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) Borrower to the Administrative Agent, which must be given Agent not later than 11:00 a.m. 1:00 p.m. (xNew York time) on the Effective Date (i) one Business Day, in the case of the Term A Borrowinga Borrowing of Base Rate Loans and (ii) three Business Days, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of a Borrowing of Eurodollar Rate Loans, prior to the Term B-1 date of the proposed Borrowing. Each such notice shall be in substantially the form of Exhibit C (Form of Notice of Borrowing) (a “Notice of Borrowing”), specifying (A) the date of such proposed Borrowing, (B) the aggregate amount of such proposed Borrowing, (C) whether any portion of the proposed Borrowing will be of Base Rate Loans or Eurodollar Rate Loans and (zD) at least fifteen for each Eurodollar Rate Loan, the initial Interest Period or Periods thereof. Loans shall be made as Base Rate Loans unless, subject to Section 2.14 (15Special Provisions Governing Eurodollar Rate Loans), the Notice of Borrowing specifies that all or a portion thereof shall be Eurodollar Rate Loans. Notwithstanding anything to the contrary contained in Section 2.3(a) Business Days (or such shorter period as may be agreed to by Swing Loans), if any Notice of Borrowing requests a Revolving Credit Borrowing of Base Rate Loans, the Administrative Agent may make a Swing Loan available to the Borrower in its sole discretion) in advance an aggregate amount not to exceed such proposed Borrowing, and the aggregate amount of the requested date of such corresponding proposed Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) reduced accordingly by the principal amount of Loans to be borrowedsuch Swing Loan. The Each Revolving Credit Borrowing of Term A Loans shall be in an aggregate principal amount of not less than $30,000,000. The Borrowing of Term B-1 Loans shall be in 1,000,000 or an aggregate principal amount integral multiple of $5,000,000. The Borrowing of Term B-2 Loans shall be 1,000,000 in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000excess thereof.
(bii) Following receipt of a Loan Notice for a Facility, the The Administrative Agent shall promptly notify give to each Appropriate Revolving Credit Lender prompt notice of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction receipt of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial a Notice of Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (a) The Loans shall, at the option of the applicable Borrower and subject to the terms and conditions of this Agreement, be either Base Rate Loans or LIBOR Loans (each, a "Type" of Loan), provided that (i) all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type, and (ii) no LIBOR Loans may be borrowed at any time prior to the third Business Day after the Closing Date.
(b) In order to make a Borrowing, the applicable Borrower will give the Administrative Agent written notice not later than 11:00 a.m., Charlotte time, three Business Days prior to each Borrowing to be comprised of LIBOR Loans and on the Business Day of each Borrowing to be comprised of Base Rate Loans; provided, however, that requests for the Borrowing of Loans to be made on the Closing Date may, at the discretion of the Administrative Agent, be given with less advance notice than as specified hereinabove. Each Borrowing such notice (each, a "Notice of Borrowing") shall be made upon the Borrower’s irrevocable notice (irrevocable, shall be given in the form of a written Loan NoticeExhibit B-1 and shall specify (1) the Borrower to which the Loans are to be made, appropriately completed (2) the aggregate principal amount and signed by a Responsible Officer initial Type of the BorrowerLoans to be made pursuant to such Borrowing, (3) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of a Borrowing of LIBOR Loans, the Term A Borrowinginitial Interest Period to be applicable thereto, and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i4) the requested date of such Borrowing (Date, which shall be a Business Day). Upon its receipt of a Notice of Borrowing, the Administrative Agent will promptly notify each applicable Lender of the proposed Borrowing. Notwithstanding anything to the contrary contained herein:
(iii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The each Borrowing comprised of Term B-1 Base Rate Loans shall not be less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in an excess thereof, and the aggregate principal amount of each Borrowing comprised of LIBOR Loans shall not be less than $5,000,000. The 5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof (or, in each case, if less, in the amount of the aggregate Commitments less the Aggregate Credit Exposure);
(ii) if the Borrower shall have failed to designate the Type of Loans comprising a Borrowing, the Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iii) if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Term B-2 Loans LIBOR Loans, then the Borrower shall be in deemed to have selected an aggregate principal amount Interest Period with a duration of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(bc) Following receipt of a Loan Notice for a FacilityNot later than 1:00 p.m., Charlotte time, on the Administrative Agent shall promptly notify requested Borrowing Date, each Appropriate applicable Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Lender shall will make the amount of its Loan available to the Administrative Agent at the Payment Office an amount, in Dollars and in immediately available funds at funds, equal to the amount of the Loan or Loans to be made by such Lender. To the extent such Lenders have made such amounts available to the Administrative Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)Agent as provided hereinabove, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the Borrower in accordance with Section 2.3(a) and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
Appears in 1 contract
Borrowings. (a) Each Subject to the terms and conditions of this Agreement, the Loans shall, at the option of the Borrower, be either Base Rate Loans or LIBOR Loans, provided, however, that all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type and Class.
(b) In order to make a Borrowing (other than (x) Borrowings for the purpose of repaying unpaid Reimbursement Obligations, which shall be made upon pursuant to Section 3.05 and (y) Borrowings involving continuations or conversions of outstanding Loans, which shall be made pursuant to Section 2.11), the Borrower’s irrevocable Borrower will give the Administrative Agent written notice not later than 12:00 p.m., three (3) Business Days prior to each Borrowing (or, in the form case of a written Loan Noticeany Borrowing of Base Rate Loans, appropriately completed and signed by a Responsible Officer 12:00 p.m. on the date of such Borrowing); provided, however, that notwithstanding the foregoing, the Initial Term Loans borrowed on the Closing Date may, at the election of the Borrower) , be borrowed as LIBOR Loans and any Loans to be made on the Closing Date may, at the discretion of the Administrative Agent, which must be given not later than 11:00 a.m. the times specified hereinabove. Each such notice (xeach, a “Notice of
(i) on the Effective Date aggregate principal amount, Class and initial Type of the Loans to be made pursuant to such Borrowing, (ii) in the case of a Borrowing of LIBOR Loans, the Term A Borrowing, initial Interest Period to be applicable thereto and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (iiii) the requested date of such Borrowing (the “Borrowing Date”), which shall be a Business Day). Upon its receipt of a Notice of Borrowing, the Administrative Agent will promptly notify each Term Lender or Revolving Credit Lender, as applicable, of the proposed Borrowing. Notwithstanding anything to the contrary contained herein:
(i) the aggregate principal amount of the Borrowing of Initial Term Loans shall be in the amount of the aggregate Initial Term Loan Commitments;
(ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of each Borrowing comprised of Base Rate Loans shall not be less than $30,000,000. The 250,000 or, if greater, an integral multiple of $100,000 in excess thereof (or, in the case of a Borrowing of Term B-1 Loans shall be Revolving Loans, if less, in an the amount of the aggregate Unutilized Revolving Credit Commitments), the aggregate principal amount of each Borrowing comprised of LIBOR Loans shall not be less than $5,000,000. The 1,000,000 or, if greater, an integral multiple of $100,000 in excess thereof,
(iii) if the Borrower shall have failed to designate the Type of Loans, then it shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iv) if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Term B-2 Loans LIBOR Loans, then the Borrower shall be in deemed to have selected an aggregate principal amount Interest Period with a duration of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(bc) Following receipt In the case of a Loan Notice each Borrowing of Loans, not later than 10:00 a.m. (2:00 p.m. for a Facilitysame day Borrowing of Base Rate Loans) on the requested Borrowing Date (which shall be the Closing Date, in the Administrative Agent shall promptly notify each Appropriate Lender case of the amount of its Applicable Percentage under such Facility of the applicable Initial Term Loans. Each Appropriate ), each Lender shall will make the amount of its Loan available to the Administrative Agent at its office referred to in Section 12.05 (or at such other location as the Administrative Agent may designate) an amount, in Dollars and in immediately available funds at funds, equal to the Administrative Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Loan Notice. Upon satisfaction amount of the Loan to be made by such Lender. Subject to the satisfaction or waiver of applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)to lending hereunder, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the Borrower in accordance with Section 2.03 and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
Appears in 1 contract
Samples: Credit Agreement
Borrowings. (a) Each Borrowing of LIBO Rate Loans shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which shall be given by a Loan Notice. Each such Loan Notice must be given received by the Administrative Agent not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) three Business Days prior to the Closing Date (or such shorter period time as may be agreed acceptable to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 BorrowingAgent). Each The Loan Notice shall specify (i) the requested date of such Borrowing proposed Closing Date (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of LIBO Rate Loans to be borrowed. The Borrowing , (iii) an irrevocable instruction to the Administrative Agent to transfer, on behalf of Term A Loans shall be in an the Borrower, the aggregate principal amount of $30,000,000. The the proceeds of the requested Borrowing pursuant to a funds flow memorandum dated on or about the Closing Date, from the Borrower (signed by a Specified Responsible Officer of Term B-1 Loans shall be the Borrower) to the Administrative Agent, substantially in an aggregate principal amount the form of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.Exhibit M.
(b) Following receipt of a Loan Notice for a FacilityNotice, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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. 10:00 a.m. (New York City time) on the Business Day specified Closing Date (provided, that the Administrative Agent shall not be liable in the applicable Loan Noticecase of receipt of such funds after such time). Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)4.01, the Administrative Agent shall promptly make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the BorrowerBorrower in the funds flow memorandum referred under Section 2.02(a)(iii).
(c) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Interest Period for LIBO Rate 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 Citibank N.A.’s prime rate used in determining the Base Rate promptly following the public announcement of such change.
(d) There shall be (i) a single Borrowing of the Tranche A Loans, which shall be made, to the satisfaction of the conditions set forth herein, on the Closing Date and (ii) a single Borrowing of the Tranche B Loans, which shall be made, to the satisfaction of the conditions set forth herein, on the Closing Date.
Appears in 1 contract
Samples: Credit Agreement (Auna S.A.A.)
Borrowings. (a) Each Borrowing shall be made upon the applicable Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the such Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 any Borrowing). Each Loan Notice shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the such Borrower is requesting such a Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the applicable Borrower. Notwithstanding anything to the contrary in this Agreement, it is understood and agreed that, with respect to the Term A Loans to be advanced by the Lenders on the Funding Date, any such Lender may make all or any portion of any such Term A Loan by causing one or more of its partners (limited or general) to advance such Term A Loan (or any portion thereof) directly (i.e., not advance all or any portion of the amount of such Loan first to such Lender or to the Administrative Agent) to Venus USA and/or the lenders under the Existing Credit Agreement in accordance with the terms of the letter of direction and funds flow memorandum delivered pursuant to Section 5.02. Notwithstanding anything to the contrary in this Agreement, the parties hereto acknowledge and agree, for the avoidance of doubt, that notwithstanding any such direct disbursement of all or any portion of Term A Loans by one or more partners of Visium Healthcare Partners, LP on the Funding Date, Visium Healthcare Partners, LP shall be the “Lender” for all purposes of the Loan Documents with respect to all Term A Loans (and all portions thereof) advanced on the Funding Date, unless and until Visium Healthcare Partners, LP assigns its interests in such Term A Loans in accordance with Section 11.06.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be Lender made upon the Borrower’s irrevocable notice (in the form amount of a written its Applicable Percentage of Term Loan NoticeF, appropriately completed Term Loan G and signed by a Responsible Officer of the Borrower) Term Loan H available to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in immediately available funds at the Administrative Agent’s Office on December 5, 2014. Each Lender made the amount of its sole discretion) in advance Applicable Percentage of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed Loan I available to by the Administrative Agent in its sole discretion) in advance of immediately available funds at the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)Administrative Agent’s Office on February 29, 2016. Each Loan Notice shall specify (i) the applicable Borrower to which the proceeds of the Loan shall be disbursed, (ii) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing borrowed by such Borrower and (iv) if applicable, the duration of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000the interest period with respect thereto. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Lender shall make the amount of its Applicable Percentage of each of the Term Loan K and the Term Loan L available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon on the Business Day specified Restatement Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan M available to the Administrative Agent in immediately available funds at the applicable Administrative Agent’s Office not later than 12:00 noon on the First Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan NoticeN available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Second Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan O available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fourth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan P available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fifth Amendment Effective Date. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)4.02, the Administrative Agent shall make all funds so received available to the applicable Borrower designated to receive the proceeds of the Loan in the Loan Notice in like funds as received by the Administrative Agent either by (i) crediting the account of the applicable Borrower on the books of NWFCS with the amount of such funds or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Administrative Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be Lender made upon the Borrower’s irrevocable notice (in the form amount of a written its Applicable Percentage of Term Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) H available to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in immediately available funds at the Administrative Agent’s Office on December 5, 2014. Each Lender made the amount of its sole discretion) in advance Applicable Percentage of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed Loan I available to by the Administrative Agent in its sole discretion) in advance of immediately available funds at the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)Administrative Agent’s Office on February 29, 2016. Each Loan Notice shall specify (i) the applicable Borrower to which the proceeds of the Loan shall be disbursed, (ii) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing borrowed by such Borrower and (iv) if applicable, the duration of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000the interest period with respect thereto. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Lender shall make the amount of its Applicable Percentage of each of the Term Loan K and the Term Loan L available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon on the Business Day specified Restatement Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan M available to the Administrative Agent in immediately available funds at the applicable Administrative Agent’s Office not later than 12:00 noon on the First Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan NoticeN available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Second Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan O available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fourth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan P available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fifth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of each of the Term Loan Q and Term Loan R available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Seventh Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of the Term Loan S available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Eighth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of the Term Loan T available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Ninth Amendment Effective Date. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)4.02, the Administrative Agent shall make all funds so received available to the applicable Borrower designated to receive the proceeds of the Loan in the Loan Notice in like funds as received by the Administrative Agent either by (i) crediting the account of the applicable Borrower on the books of AgWest with the amount of such funds or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Administrative Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Financial Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. 9:00 a.m.
(xi) on the Effective Date Closing Date, in the case of the Term A Borrowing, Borrowing and (yii) on the date at least ten fifteen (1015) Business Days in advance of the requested date of the applicable Term B Borrowing or the Term C Borrowing, as the case may be (or such shorter period as may be agreed to by the Administrative Agent and the Required Lenders, each in its their sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (iA) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iiiB) the principal amount of Loans to be borrowedborrowed and (C) the wiring instructions of the Borrower. The Borrowing of Term A Loans Borrowing shall be in an aggregate a principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,00060,000,000.
(b) Following receipt of a Loan Notice for a Term Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Term Facility of the applicable Loans. Each Appropriate 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 Loan NoticeNotice (or, in the case of any Borrowing on the Closing Date, directly to the account of the Borrower designated by it (or an account of another Person designated by the Borrower) in a separate funds flow or funding direction letter provided to such Lender). Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 5.02 (and, if such Borrowing is the initial Borrowing, Section 5.01 5.01) and Section 5.02receipt of all requested funds from the Lenders (other than any funds that have been wired by any Lender directly to the Borrower’s account (or an account of another Person designated by the Borrower) on the Closing Date pursuant to written instructions from the Borrower), the Administrative Agent shall make all funds (other than any funds that have been wired by any Lender directly to the Borrower’s account (or an account of another Person designated by the Borrower) on the Closing Date pursuant to written instructions from the Borrower) so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds (other than any funds that have been wired by any Lender directly to the Borrower’s account (or an account of another Person designated by the Borrower) on the Closing Date pursuant to written instructions from the Borrower) in accordance with instructions on the Loan Notice provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (a) Each Term Borrowing and each Revolving Credit Borrowing shall be made upon the BorrowerBorrower Representative’s irrevocable notice (to Administrative Agent, on behalf of the applicable Borrower. Each such notice from the Borrower Representative shall be in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) fully executed Funding Notice delivered to the Administrative Agent, which must be given not Agent no later than 11:00 a.m. (xi) on the Effective Date 12:00 p.m. at least three (3) Business Days (or, in the case of the Term A Borrowinginitial Credit Extensions on the Closing Date and the Credit Extensions on the Delayed Draw Funding Date, one (y1) Business Day) prior to the requested date of any Borrowing of SOFR Loans, and (ii) 12:00 p.m. at least ten one (101) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) Day in advance of the requested date of any Borrowing of Base Rate Loans. Except as otherwise provided herein, a Funding Notice for a Term Loan that is a SOFR Loan shall, unless Borrower Representative is notified pursuant to Section 2.17 or Section 2.27 that SOFR Loans are not available, be irrevocable on and after the related Interest Rate Determination Date, and Borrowers shall be bound to make a borrowing in accordance therewith. Promptly upon receipt by Administrative Agent of such Borrowing in the case Funding Notice, Administrative Agent shall notify each Lender of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)proposed borrowing. Each Loan Borrowing of SOFR Loans shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof. Except as provided in Section 2.03(c) and Section 2.04(b), each Borrowing of Base Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof. Each Funding Notice (whether telephonic or written) shall specify (i) whether the Borrower(s) are requesting a Term Borrowing or a Revolving Credit Borrowing, (ii) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto and (vi) remittance instructions. The If the Borrower Representative requests a Borrowing of SOFR Loans in any such Funding Notice but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. If the Borrower Representative fails to specify between a Base Rate Loan or a SOFR Loan in the applicable Funding Notice, then the applicable NAI-1537228099v31537241654v2 Term A Loans or Revolving Loans shall be in made as SOFR Loans with an aggregate principal amount Interest Period of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Priority Technology Holdings, Inc.)
Borrowings. (a) Each The Loans shall, at the option of the Borrower and subject to the terms and conditions of this Agreement, be either Base Rate Loans or LIBOR Loans (each, a "Type" of Loan), provided that all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type.
(b) In order to make a Borrowing (other than Borrowings involving continuations or conversions of outstanding Loans, which shall be made upon pursuant to SECTION 2.11), the Borrower’s irrevocable Borrower will give the Agent written notice of the proposed Borrowing not later than 11:00 a.m., Charlotte time, three (3) Business Days prior to each Borrowing to be comprised of LIBOR Loans and one (1) Business Day prior to each Borrowing to be comprised of Base Rate Loans; provided, however, that requests for the Borrowing of any Loans to be made on the Closing Date may, at the discretion of the Agent, be given later than the times specified hereinabove. Each such notice (each, a "Notice of Borrowing") shall be irrevocable, shall be given in the form of a written Loan Notice, appropriately completed EXHIBIT B-1 and signed by a Responsible Officer shall specify (1) the aggregate principal amount and initial Type of the BorrowerLoans to be made pursuant to such Borrowing, (2) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of a Borrowing of LIBOR Loans, the Term A Borrowinginitial Interest Period to be applicable thereto, and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i3) the requested date of such Borrowing (the "Borrowing Date"), which shall be a Business Day). Upon its receipt of a Notice of Borrowing, the Agent will promptly notify each Lender of the proposed Borrowing. Notwithstanding anything to the contrary contained herein:
(iii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The each Borrowing comprised of Term B-1 Base Rate Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in an excess thereof (or, if less, in the amount of the aggregate Unutilized Commitments), and the aggregate principal amount of each Borrowing comprised of LIBOR Loans shall not be less than $5,000,000. The 3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof;
(ii) if the Borrower shall have failed to designate the Type of Loans comprising a Borrowing, the Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iii) if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Term B-2 Loans LIBOR Loans, then the Borrower shall be in deemed to have selected an aggregate principal amount Interest Period with a duration of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(bc) Following receipt of a Loan Notice for a FacilityNot later than 1:00 p.m., Charlotte time, on the Administrative requested Borrowing Date, each Lender will make available to the Agent shall promptly notify each Appropriate Lender of at its office referred to in SECTION 10.5 (or at such other location as the Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of its Applicable Percentage under the Loan to be made by such Facility of Lender. To the applicable Loans. Each Appropriate Lender shall make extent the amount of its Loan Lenders have made such amounts 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)as provided hereinabove, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the Borrower in accordance with SECTION 2.3(a) and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
Appears in 1 contract
Samples: Credit Agreement (Pxre Corp)
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in to the form Administrative Agent, which may be given by telephone. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. on the requested date of such Borrowing. 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 Committed Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to . Each Borrowing shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that if the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case principal amount of the Term A BorrowingFacility available to be borrowed thereunder is less than $1,000,000, (y) at least ten (10) Business Days (or such shorter period as the Borrower may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such request a Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or an amount not less than such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)remaining amount. Each Committed Loan Notice (whether telephonic or written) shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), ) and (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Committed Loan Notice for a FacilityNotice, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable LoansFacility. Each Appropriate 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 Committed Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 4.02 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.024.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Seitel Inc)
Borrowings. (a) Each Borrowing shall be Lender made upon the Borrower’s irrevocable notice (in the form amount of a written its Applicable Percentage of Term Loan NoticeF, appropriately completed Term Loan G and signed by a Responsible Officer of the Borrower) Term Loan H available to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in immediately available funds at the Administrative Agent’s Office on December 5, 2014. Each Lender made the amount of its sole discretion) in advance Applicable Percentage of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed Loan I available to by the Administrative Agent in its sole discretion) in advance of immediately available funds at the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)Administrative Agent’s Office on February 29, 2016. Each Loan Notice shall specify (i) the applicable Borrower to which the proceeds of the Loan shall be disbursed, (ii) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing borrowed by such Borrower and (iv) if applicable, the duration of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000the interest period with respect thereto. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Lender shall make the amount of its Applicable Percentage of each of the Term Loan K and the Term Loan L available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon on the Business Day specified Restatement Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan M available to the Administrative Agent in immediately available funds at the applicable Administrative Agent’s Office not later than 12:00 noon on the First Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan NoticeN available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Second Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan O available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fourth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan P available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fifth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of each of the Term Loan Q and Term Loan R available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Seventh Amendment Effective Date. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)4.02, the Administrative Agent shall make all funds so received available to the applicable Borrower designated to receive the proceeds of the Loan in the Loan Notice in like funds as received by the Administrative Agent either by (i) crediting the account of the applicable Borrower on the books of NWFCS with the amount of such funds or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Administrative Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Financial Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten three (103) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of the applicable Borrowing (or such Borrowing in the case period of the Term B-1 Borrowing or fewer than three (z) at least fifteen (153) Business Days (or such shorter period as may be agreed to by the Administrative Agent shall agree in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), ) and (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing For the avoidance of doubt, the Term A Loans Borrowing shall be in an aggregate a principal amount of $30,000,000. The Borrowing of 60,000,000, the Term B-1 Loans Borrowing shall be in an aggregate a principal amount of $5,000,000. The Borrowing of 10,000,000 and the Term B-2 Loans Borrowing shall be in an aggregate a principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,00055,000,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 5.02 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.025.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which must shall be given not later than 11:00 a.m. (x) on the Effective Date in the case by delivery of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as a Loan Notice by email and which may be agreed to revoked by the Borrower by written notice received by the Administrative Agent in its sole discretion) in advance not later than 3:00 p.m. on the Business Day prior to the requested funding date of such Borrowing. Each such Loan Notice must be received by the Administrative Agent not later than 5:00 p.m. two Business Days prior to the requested date of any Borrowing. Each Borrowing shall be in a minimum principal amount of $250,000 or, if less, the entire Borrowing Base Amount, Future Funding Amount or Excess Borrowing Base Capacity, as applicable, with respect to such Borrowing Pledged Asset (or, in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or any event, such shorter period other amount as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowingmay agree). Each Loan Notice shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under Pledged Asset with respect to which the Borrower is requesting such Borrowing is to be made, and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall Any Loan Notice received by the Administrative Agent later than 3:00 p.m. on a Business Day will be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000deemed received on the following Business Day.
(b) Following receipt of a Loan Notice for a FacilityNotice, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 4.02, 4.03 or 4.04 (and, if such Borrowing is the initial BorrowingLoan, Section 5.01 and Section 5.024.01), the Administrative Agent shall make all funds so received available to the Borrower in like immediately available funds as by crediting the amount of such funds to the account of the Borrower on the books of Bank of America identified in the most recently completed Borrower Remittance Instructions received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by from the Borrower.
(c) Except as provided in Sections 3.02 and 3.03, all Loans shall bear interest based upon the LIBOR Daily Floating Rate.
Appears in 1 contract
Borrowings. The Borrowing for the initial Advance shall (ai) Each occur no later than sixty (60) days after the Closing Date, (ii) be in an amount not less than $75,000,000, and (iii) be an Acquisition Advance. If the Borrowing for the initial Advance shall be made upon occur later than sixty (60) days after the Borrower’s irrevocable notice Closing Date, the Borrowers shall pay from and after such sixtieth (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower60th) day to the Administrative AgentAgent for the account of each Lender in accordance with its Pro Rata Share, which must be given not later than 11:00 a.m. (x) on an unused fee equal to the Effective Date in the case product of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such Borrowing (which shall be a Business Day)aggregate Commitments, multiplied by (ii) the applicable Facility under which the Borrower is requesting such Borrowing and Unused Rate, multiplied by (iii) the principal amount number of Loans days in the period commencing on the sixty-first (61st) day and ending on the day prior to be borrowedthe date on which the initial Advance occurs divided by three hundred sixty-five (365). The unused fee shall accrue until the date of the initial Advance, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, and on the Maturity Date. Except as provided in clause (ii) above, each Borrowing of Term A Loans shall be in an aggregate principal amount of not less than $30,000,00025,000,000. The Borrowing of Term B-1 Loans If the Borrowers make an Excess Proceeds Election, the Excess Proceeds Election shall be in an aggregate principal amount included with the Notice of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of relating to the applicable LoansAcquisition Advance. Each Appropriate Lender shall If the Borrowers make an Excess Proceeds Election, then, until such time as the amount of its Loan available Borrowers have provided 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), evidence reasonably satisfactory to the Administrative Agent shall make that the Loan is “in-balance” with the Advance Limits on an aggregate basis with respect to all funds so received available to the Borrower in like funds as received Assets then owned by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to Borrowers, (and acceptable tox) the Administrative Agent by Applicable Margin shall be increased as provided in clause (f) of the Borrowerdefinition of Applicable Margin, and (y) the Principal Guaranty will continue in full force and effect. No Borrower shall have the right to reborrow any portion of the Loan that is repaid or prepaid.
Appears in 1 contract
Samples: Term Loan Agreement (American Realty Capital Hospitality Trust, Inc.)
Borrowings. (a) Each Borrowing shall be Lender made upon the Borrower’s irrevocable notice (in the form amount of a written its Applicable Percentage of Term Loan Notice, appropriately completed G and signed by a Responsible Officer of the Borrower) Term Loan H available to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in immediately available funds at the Administrative Agent’s Office on December 5, 2014. Each Lender made the amount of its sole discretion) in advance Applicable Percentage of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed Loan I available to by the Administrative Agent in its sole discretion) in advance of immediately available funds at the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)Administrative Agent’s Office on February 29, 2016. Each Loan Notice shall specify (i) the applicable Borrower to which the proceeds of the Loan shall be disbursed, (ii) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing borrowed by such Borrower and (iv) if applicable, the duration of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000the interest period with respect thereto. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Lender shall make the amount of its Applicable Percentage of each of the Term Loan K and the Term Loan L available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. 12:00 noon on the Business Day specified Restatement Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan M available to the Administrative Agent in immediately available funds at the applicable Administrative Agent’s Office not later than 12:00 noon on the First Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan NoticeN available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Second Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan O available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fourth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of Term Loan P available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Fifth Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of each of the Term Loan Q and Term Loan R available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Seventh Amendment Effective Date. Each Lender shall make the amount of its Applicable Percentage of the Term Loan S available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 12:00 noon on the Eighth Amendment Effective Date. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)4.02, the Administrative Agent shall make all funds so received available to the applicable Borrower designated to receive the proceeds of the Loan in the Loan Notice in like funds as received by the Administrative Agent either by (i) crediting the account of the applicable Borrower on the books of NWFCS with the amount of such funds or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Administrative Borrower.
Appears in 1 contract
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of with respect to all Borrowings other than the Term A Borrowing, (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) 11:00 a.m. at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of any such Borrowing and (other than y) with respect to the Term A Borrowing and Borrowing, 9:00 a.m. at least two (2) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Term B-1 A Borrowing). Each Loan Notice shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such a Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing For the avoidance of Term A Loans shall be in an doubt, the aggregate principal amount of (i) the Term A Borrowing shall be $30,000,000. The , (ii) the Term B Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The 10,000,000 and (iii) the Term C Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,00010,000,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 2.01 and Section 5.04 5.02 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.025.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Borrowings. (a) Each During the Revolving Period, the Borrower may, at its option, request the Lenders to make advances of funds (each, an “Advance”) pursuant to a Borrowing Notice delivered to the Administrative Agent. Following the receipt of a Borrowing Notice, the Administrative Agent shall promptly notify the Lenders of receipt thereof, and subject to the terms and conditions hereinafter set forth, the Lenders shall fund such Advance. Notwithstanding anything to the contrary herein, no Lender shall be made upon obligated to provide the BorrowerBorrower with aggregate funds in connection with an Advance that would exceed the Lender’s irrevocable unused Commitment then in effect.
(b) The Borrower may, within 90 days but not less than 60 days prior to the Facility Termination Date, by written notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower) to the Administrative Agent, which must make a request for each Lender to extend the Facility Termination Date for an additional period of 364 days. The Administrative Agent shall promptly notify each Lender of receipt of such notice. The Administrative Agent and each Lender shall make a determination, in their sole discretion, within 30 days of the date of the Borrower’s request for such extension, as to whether or not it will agree to the applicable extension requested, and shall notify the Borrower if they have agreed to the applicable extension requested. The failure of the Administrative Agent or any Lender to provide timely notice of its decision to the Borrower shall be given deemed to constitute a refusal by the Administrative Agent or such Lender, as applicable, to extend the applicable date. The Borrower confirms that the Administrative Agent and each Lender, in their sole and absolute discretion, without regard to the value or performance of the Collateral or any other factor, may elect not later than 11:00 a.m. to extend the Facility Termination Date. The Administrative Agent shall give prompt notice to the Backup Servicer and the Collateral Custodian as to whether or not the Facility Termination Date has been extended.
(xc) on The Borrower may, with the Effective Date written consent of the Administrative Agent and the applicable Lender, add additional Persons as Lenders or cause an existing Lender to increase its Commitment in connection with a corresponding increase in the case Maximum Facility Amount. Each additional Lender shall become a party hereto by executing and delivering to the Administrative Agent and the Borrower a Joinder Supplement.
(d) Upon request of the Term A BorrowingAdministrative Agent, (y) at least ten (10) Business Days (or such shorter period as may be agreed the Borrower shall promptly deliver to by the Administrative Agent, on behalf of the Lenders, a duly executed variable funding note in form and substance acceptable to the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sparta Commercial Services, Inc.)
Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in to the form Administrative Agent, which may be given by telephone. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. on the requested date of any Borrowing. 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) to the Administrative Agent, which must . Each Borrowing of Loans shall be given not later than 11:00 a.m. (x) on the Effective Date in the case a principal amount of the Term A Borrowing, (y) at least ten (10) Business Days ($100,000 or such shorter period as may be agreed to by the Administrative Agent a whole multiple of $25,000 in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing)excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The Borrowing of Term B-1 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000.
(b) Following receipt of a Loan Notice for a FacilityNotice, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 3:00 p.m. on the Business Day specified in the applicable Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 4.02 (and, if such Borrowing is the initial BorrowingCredit Extension, Section 5.01 and Section 5.024.01), 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 funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.
(c) At any time that Loans are outstanding, the Administrative Agent shall notify the Borrower and the Lenders of any change in the Daily LIBOR Rate promptly following the public announcement of such change.
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Borrowings. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Notice, appropriately completed and signed by a Responsible Financial Officer of the Borrower) to the Administrative Agent, which must be given not later than 11:00 a.m. at least three (x3) on Business Days in advance of the Effective Date requested date of the applicable Borrowing (or, in the case of the Term A Borrowing, such period of fewer than three (y) at least ten (103) Business Days (or such shorter period as may be agreed to by the Administrative Agent shall agree in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i) the requested date of such the Borrowing (which shall be a Business Day), ) and (ii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing For the avoidance of doubt, the Term A Loans Borrowing shall be in an aggregate a principal amount of $30,000,000. The 60,000,000, the Term B Borrowing of Term B-1 Loans shall be in an aggregate a principal amount of $5,000,000. The 20,000,000 and the Term C Borrowing of Term B-2 Loans shall be in an aggregate a principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,00020,000,000.
(b) Following receipt of a Loan Notice for a Facility, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.02, Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.025.01), the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the Borrower.
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Borrowings. (a) Each The Loans shall, at the option of each Borrower and subject to the terms and conditions of this Agreement, be either Base Rate Loans or LIBOR Loans (each, a “Type” of Loan); provided that (i) all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type, and (ii) no LIBOR Loan may be borrowed at any time prior to the third Business Day after the Restatement Effective Date.
(b) In order to make a Borrowing (other than Borrowings involving continuations or conversions of outstanding Loans, which shall be made upon the Borrower’s irrevocable notice (in the form of a written Loan Noticepursuant to Section 2.11), appropriately completed and signed by a Responsible Officer of the Borrower) to each Borrower will give the Administrative Agent, which must be given Agent written notice not later than 11:00 a.m. (x) three Business Days prior to each Borrowing to be comprised of LIBOR Loans and not later than 10:00 a.m. on the same Business Day of such Borrowing of Base Rate Loans; provided, however, that requests for the Borrowing of any Loans to be made on the Restatement Effective Date may, at the discretion of the Administrative Agent, be given with less advance notice than the times specified hereinabove. Each such notice (each, a “Notice of Borrowing”) shall be irrevocable, shall be given in the form of Exhibit B-1 and shall specify (1) the aggregate principal amount and initial Type of the Loans to be made pursuant to such Borrowing, (2) in the case of a Borrowing of LIBOR Loans, the Term A Borrowinginitial Interest Period to be applicable thereto, and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i3) the requested date of such Borrowing (Date, which shall be a Business Day). Upon its receipt of a Notice of Borrowing, the Administrative Agent will promptly notify each Tranche 1 Lender of the proposed Borrowing. Notwithstanding anything to the contrary contained herein:
(iii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of each Borrowing shall not be less than $30,000,000. The 3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof (or, if less, in the amount of the aggregate Unutilized Tranche 1 Commitments);
(ii) if the applicable Borrower shall have failed to designate the Type of Loans comprising a Borrowing, such Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iii) if the applicable Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Term B-1 Loans LIBOR Loans, then such Borrower shall be in deemed to have selected an aggregate principal amount Interest Period with a duration of $5,000,000. The Borrowing of Term B-2 Loans shall be in an aggregate principal amount of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(bc) Following receipt of a Loan Notice for a FacilityAs provided in Sections 2.5(b) and 2.5(c), the Administrative Agent Borrowers shall promptly notify each Appropriate Lender have the right to terminate in whole or permanently reduce ratably in part the unused Commitments of the amount of its Applicable Percentage under such Facility of the applicable Loans. Each Appropriate Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not Lenders.
(d) Not later than 1:00 p.m. on the Business Day specified requested Borrowing Date, each Tranche 1 Lender will make available to the Administrative Agent at its office referred to in Section 11.5 (or such other location as the applicable Loan Notice. Upon satisfaction Administrative Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if Loan to be made by such Borrowing is Tranche 1 Lender. To the initial Borrowing, Section 5.01 and Section 5.02)extent the Tranche 1 Lenders have made such amounts available to the Administrative Agent as provided hereinabove, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the applicable Borrower in accordance with Section 2.3(a) and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
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Borrowings. (a) Each The Loans shall, at the option of the Borrower and subject to the terms and conditions of this Agreement, be either Base Rate Loans or LIBOR Loans (each, a "Type" of Loan), provided that all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type.
(b) In order to make a Borrowing (other than Borrowings involving continuations or conversions of outstanding Loans, which shall be made upon pursuant to SECTION 2.11), the Borrower’s irrevocable Borrower will give the Agent written notice of the proposed Borrowing not later than 11:00 a.m., Charlotte time, three (3) Business Days prior to each Borrowing to be comprised of LIBOR Loans and one (1) Business Day prior to each Borrowing to be comprised of Base Rate Loans; provided, however, that requests for the Borrowing of any Loans to be made on the Closing Date may, at the discretion of the Agent, be given later than the times specified hereinabove. Each such notice (each, a "Notice of Borrowing") shall be irrevocable, shall be given in the form of a written Loan Notice, appropriately completed EXHIBIT B-1 and signed by a Responsible Officer shall specify (1) the aggregate principal amount and initial Type of the BorrowerLoans to be made pursuant to such Borrowing, (2) to the Administrative Agent, which must be given not later than 11:00 a.m. (x) on the Effective Date in the case of a Borrowing of LIBOR Loans, the Term A Borrowinginitial Interest Period to be applicable thereto, and (y) at least ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing in the case of the Term B-1 Borrowing or (z) at least fifteen (15) Business Days (or such shorter period as may be agreed to by the Administrative Agent in its sole discretion) in advance of the requested date of such Borrowing (other than the Term A Borrowing and the Term B-1 Borrowing). Each Loan Notice shall specify (i3) the requested date of such Borrowing (the "Borrowing Date"), which shall be a Business Day). Upon its receipt of a Notice of Borrowing, the Agent will promptly notify each Lender of the proposed Borrowing. Notwithstanding anything to the contrary contained herein:
(iii) the applicable Facility under which the Borrower is requesting such Borrowing and (iii) the principal amount of Loans to be borrowed. The Borrowing of Term A Loans shall be in an aggregate principal amount of $30,000,000. The each Borrowing comprised of Term B-1 Base Rate Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in an excess thereof (or, if less, in the amount of the aggregate Unutilized Commitments), and the aggregate principal amount of each Borrowing comprised of LIBOR Loans shall not be less than $5,000,000. The 3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof;
(ii) if the Borrower shall have failed to designate the Type of Loans comprising a Borrowing, the Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and
(iii) if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of Term B-2 Loans LIBOR Loans, then the Borrower shall be in deemed to have selected an aggregate principal amount Interest Period with a duration of $5,000,000. The Borrowing of Term B-3 Loans shall be in an aggregate principal amount of $5,000,000. Each Borrowing of Term C Loans shall be in an aggregate principal amount of $2,500,000one month.
(bc) Following receipt of a Loan Notice for a FacilityNot later than 1:00 p.m., Charlotte time, on the Administrative requested Borrowing Date, each Lender will make available to the Agent shall promptly notify each Appropriate Lender of at its office referred to in SECTION 11.5 (or at such other location as the Agent may designate) an amount, in Dollars and in immediately available funds, equal to the amount of its Applicable Percentage under the Loan to be made by such Facility of Lender. To the applicable Loans. Each Appropriate Lender shall make extent the amount of its Loan Lenders have made such amounts 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 Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 5.03 and Section 5.04 (and, if such Borrowing is the initial Borrowing, Section 5.01 and Section 5.02)as provided hereinabove, the Administrative Agent shall will make all funds so received the aggregate of such amounts available to the Borrower in accordance with SECTION 2.3(a) and in like funds as received by the Administrative Agent by wire transfer of such funds in accordance with instructions provided to (and acceptable to) the Administrative Agent by the BorrowerAgent.
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Samples: Credit Agreement (Pxre Group LTD)
