Continuation of Borrowings. (a) Each Revolving Borrowing shall have an initial Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make a continuation pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Continuation Request signed by the European J.V. on behalf of the applicable Borrower. (c) Each telephonic and written Continuation Request shall specify the following information in compliance with Section 2.02: (i) the Borrowing to which such Continuation Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Continuation Request, which shall be a Business Day; and (iii) the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "Interest Period". If any such Continuation Request does not specify an Interest Period, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's duration. (d) Promptly following receipt of a Continuation Request, the Administrative Agent shall advise each Lender of the details thereof and of such Lender's portion of each resulting Borrowing. (e) If the relevant Borrower fails to deliver a timely Continuation Request with respect to a Eurocurrency Borrowing on or prior to the third Business Day preceding the end of the Interest Period applicable thereto (and does not by such time notify the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such Interest Period), then such Borrowing shall be repaid at the end of the Interest Period applicable thereto. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall be continued at the end of the Interest Period applicable thereto as a Eurocurrency Borrowing with an Interest Period of one month's duration.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/), Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)
Continuation of Borrowings. (a) Each Revolving Borrowing The Borrower shall have an initial Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing.
(b) To make a continuation pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the right at any time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy upon prior notice to the Administrative Agent of not later than 1:00 p.m., London time, three Business Days prior to continuation, to continue any Borrowing as a written Continuation Request signed by Borrowing for an additional Interest Period, subject to the European J.V. on behalf of the applicable Borrower.
(c) Each telephonic and written Continuation Request shall specify the following information in compliance with Section 2.02following:
(i) the Borrowing to which such Continuation Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below continuation shall be specified for each resulting made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the continued Borrowing);
(ii) if less than all the effective date outstanding principal amount of the election made pursuant to such Continuation Request, which any Borrowing shall be a Business Daycontinued, then each resulting Borrowing shall satisfy the limitations specified in Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Interest Periods; and
(iii) upon notice to the Borrower from the Administrative Agent given at the request of the Required Lenders, after the occurrence and during the continuance of an Event of Default, no new Interest Period in excess of one month shall be permitted hereunder. Each notice pursuant to this Section 2.10 shall refer to this Agreement and specify (a) the identity and amount of the Borrowing that the Borrower requests be continued and (b) the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "Interest Period"with respect thereto. If no Interest Period is specified in any such Continuation Request does not specify an Interest Periodnotice with respect to any continuation, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's ’s duration.
(d) Promptly following receipt of a Continuation Request, the . The Administrative Agent shall advise each Lender the Lenders of the details thereof any notice given pursuant to this Section 2.10 and of such each Lender's ’s portion of each resulting any continued Borrowing.
(e) . If the relevant Borrower fails shall not have given notice in accordance with this Section 2.10 to deliver continue any Borrowing into a timely Continuation Request with respect to a Eurocurrency Borrowing on or prior to the third Business Day preceding the end of the subsequent Interest Period applicable thereto (and does shall not by otherwise have given notice in accordance with this Section 2.10 to convert such time notify the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such Interest PeriodBorrowing), then such Borrowing shall be repaid shall, at the end of the Interest Period applicable thereto. Notwithstanding any contrary provision thereto (unless repaid pursuant to the terms hereof), if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall automatically be continued at the end of the Interest Period applicable thereto as a Eurocurrency Borrowing with an Interest Period of one month's duration.
Appears in 1 contract
Samples: Bridge Credit Agreement
Continuation of Borrowings. (a) Each Revolving Borrowing shall have an initial Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing.
(b) To make a continuation pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone delivering a Continuation Request by the time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request shall be irrevocable and shall be confirmed promptly effected by hand delivery telecopy or telecopy to the Administrative Agent email of scanned electronic format of a written Continuation Request signed by the European J.V. on behalf of the applicable BorrowerBorrower (promptly followed by telephonic confirmation of such request) to the Administrative Agent.
(c) Each telephonic and written Continuation Request shall specify the following information in compliance with Section 2.02:
(i) the Borrowing to which such Continuation Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below shall be specified for each resulting Borrowing);
(ii) the effective date of the election made pursuant to such Continuation Request, which shall be a Business Day; and
(iii) the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "“Interest Period"”. If any such Continuation Request does not specify an Interest Period, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's ’s duration.
(d) Promptly following receipt of a Continuation Request, the Administrative Agent shall advise each Lender of the details thereof and of such Lender's ’s portion of each resulting Borrowing.
(e) If the relevant Borrower fails to deliver a timely Continuation Request with respect to a Eurocurrency Borrowing on or prior to the third Business Day preceding the end of the Interest Period applicable thereto (and does not by such time notify the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such Interest Period)thereto, then such Borrowing shall be repaid at the end of the Interest Period applicable theretothereto be continued as a Eurocurrency Borrowing for an additional Interest Period of one week. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall be continued at the end of the Interest Period applicable thereto as a Eurocurrency Borrowing with an Interest Period of one month's ’s duration.
Appears in 1 contract
Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)
Continuation of Borrowings. The Borrower shall have the right at any time upon prior irrevocable written notice to the Administrative Agent, in form and substance substantially similar to a Notice of Continuation or in a writing in any other form acceptable to the Administrative Agent, not later than 10:00 a.m., New York City time, three (3) Business Days prior to continuation, to continue any Borrowing as a Borrowing for an additional Interest Period, subject in each case to the following:
(a) Each Revolving Borrowing shall have an initial Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion continuation shall be allocated ratably made pro rata among the Lenders holding in accordance with the respective principal amounts of the Loans comprising such the continued Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing.;
(b) To make if less than all the outstanding principal amount of any Borrowing shall be continued, then each resulting Borrowing shall satisfy the limitations specified in Sections 2.02(a) and 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type; and
(c) upon notice to the Borrower from the Administrative Agent given at the request of the Required Lenders, after the occurrence and during the continuance of an Event of Default, no outstanding Loan may be continued as a continuation Eurodollar Loan with an Interest Period longer than one month. Each notice pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request 2.11 shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy refer to the Administrative Agent of a written Continuation Request signed by the European J.V. on behalf of the applicable Borrower.
(c) Each telephonic this Agreement and written Continuation Request shall specify the following information in compliance with Section 2.02:
(i) the identity and amount of the Borrowing to that the Borrower requests be continued (which such Continuation Request applies andshall be in an aggregate principal amount that is an integral multiple of $500,000 or, if different options are being elected with respect to different portions thereofless, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below shall be specified for each resulting remaining balance of such Borrowing);
, (ii) the effective date of the election made pursuant to such Continuation Request, continuation (which shall be a Business Day; and
) and (iii) the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "Interest Period"with respect thereto. If no Interest Period is specified in any such Continuation Request does not specify an Interest Periodnotice with respect to any continuation as a Eurodollar Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's ’s duration.
(d) Promptly following receipt of a Continuation Request, the . The Administrative Agent shall advise each Lender the Lenders of the details thereof any notice given pursuant to this Section 2.11 and of such each Lender's ’s portion of each resulting any continued Borrowing.
(e) . If the relevant Borrower fails shall not have given timely notice in accordance with this Section 2.11 to deliver continue any Borrowing into a timely Continuation Request with respect to a Eurocurrency subsequent Interest Period, such Borrowing on or prior to the third Business Day preceding shall, at the end of the Interest Period applicable thereto (and does not by such time notify unless repaid pursuant to the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such Interest Periodterms hereof), then such Borrowing shall be repaid at subject to the end of the Interest Period applicable thereto. Notwithstanding any contrary provision hereoflimitations set forth above, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall be continued at the end of the Interest Period applicable thereto as a Eurocurrency Eurodollar Borrowing with an Interest Period of one month's duration’s duration (provided that, for the avoidance of doubt, this sentence shall not relieve the Borrower of the requirement to deliver a Notice of Continuation as required by this Section 2.11).
Appears in 1 contract
Continuation of Borrowings. (a) Each Revolving Borrowing The applicable Borrower shall have an initial Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing.
(b) To make a continuation pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the right at any time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request shall be upon prior irrevocable and shall be confirmed promptly by hand delivery or telecopy notice to the Administrative Agent of a written Continuation Request signed by not later than 11:00 a.m., London time, three Business Days prior to continuation, to continue any Borrowing for an additional Interest Period or Periods, subject in each case to the European J.V. on behalf of the applicable Borrower.
(c) Each telephonic and written Continuation Request shall specify the following information in compliance with Section 2.02following:
(i) the Borrowing to which such Continuation Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below continuation shall be specified for each resulting made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the continued Borrowing);
(ii) if less than all the effective date outstanding principal amount of the election made pursuant to such Continuation Request, which any Borrowing shall be a Business Daycontinued, then each resulting Borrowing shall satisfy the limitations specified in Sections 2.2(a) and 2.2(b) regarding the principal amount and maximum number of Borrowings; and
(iii) a Borrower may select an Interest Period of a period of less than one month only if necessary to ensure that the current Interest Period or Interest Periods do not end after the Maturity Date. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity of the Borrower of the applicable Borrowing and the amount of the Borrowing that is requested to be continued and (ii) the Interest Period with respect to be the applicable thereto after giving effect to Borrowing. No such election, which notice shall be a period contemplated by given more than seven Business Days prior to the definition effective date of the term "Interest Period"applicable continuation. If no Interest Period is specified in any such Continuation Request does notice with respect to any continuation or if notice shall not specify an have been given in accordance with this Section to continue any Borrowing of Loans into a subsequent Interest Period, then the relevant applicable Borrower shall be deemed to have selected an Interest Period of one month's duration.
(d) Promptly following receipt of a Continuation Request, the . The Administrative Agent shall advise each Lender the Lenders of the details thereof any notice given pursuant to this Section and of such each Lender's portion of each resulting any continued Borrowing.
(eb) If the relevant Borrower fails to deliver a timely Continuation Request with respect to a Eurocurrency Borrowing on or prior Notwithstanding any contrary provision contained in this Agreement, upon notice to the third Business Day preceding the end of the Interest Period applicable thereto (and does not by such time notify Borrowers from the Administrative Agent that it intends to prepay such Eurocurrency Borrowing given at the end request of such Interest Period)the Required Lenders, then after the occurrence and during the continuance of an Event of Default, each Borrowing (unless such Borrowing shall be repaid is paid at or before the end of the Interest Period applicable thereto. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing ) shall be continued at the end of the Interest Period applicable thereto be continued as a Eurocurrency Borrowing with an Interest Period of one month's durationduration subject to paragraph (c) of this Section.
Appears in 1 contract
Samples: Credit Agreement (Movado Group Inc)
Continuation of Borrowings. (a) Each Revolving Borrowing shall have an initial Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing.
(b) To make a continuation pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Continuation Request signed by the European J.V. on behalf of the applicable Borrower.
(c) Each telephonic and written Continuation Request shall specify the following information in compliance with Section 2.02:
(i) the Borrowing to which such Continuation Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below shall be specified for each resulting Borrowing);
(ii) the effective date of the election made pursuant to such Continuation Request, which shall be a Business Day; and
(iii) the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "“Interest Period"”. If any such Continuation Request does not specify an Interest Period, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's ’s duration.
(d) Promptly following receipt of a Continuation Request, the Administrative Agent shall advise each Lender of the details thereof and of such Lender's ’s portion of each resulting Borrowing.
(e) If the relevant Borrower fails to deliver a timely Continuation Request with respect to a Eurocurrency Borrowing on or prior to the third Business Day preceding the end of the Interest Period applicable thereto (and does not by such time notify the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such Interest Period), then such Borrowing shall be repaid at the end of the Interest Period applicable thereto. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall be continued at the end of the Interest Period applicable thereto as a Eurocurrency Borrowing with an Interest Period of one month's ’s duration.
Appears in 1 contract
Samples: Revolving Credit Agreement (Goodyear Tire & Rubber Co /Oh/)
Continuation of Borrowings. (a) Each Revolving Borrowing The Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (a) not later than 12:00 (noon), New York City time, one Business Day prior to conversion, to convert any Eurodollar Borrowing of the Borrower into an initial ABR Borrowing, (b) not later than 12:00 (noon), New York City time, three Business Days prior to conversion or continuation, to convert any ABR Borrowing of the Borrower into a Eurodollar Borrowing or to continue any Eurodollar Borrowing of the Borrower as a Eurodollar Borrowing for an additional Interest Period as specified in such Borrowing Request. Thereafterand (c) not later than 12:00 Noon, New York City time, three Business Days prior to conversion, to convert the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options Period with respect to different portions any Eurodollar Borrowing of the affected BorrowingBorrower to another permissible Interest Period, subject in which each case to the following:
(i) each such portion conversion or continuation shall be allocated ratably made pro rata among the Lenders holding in accordance with the respective principal amounts of the Loans comprising such the converted or continued Borrowing;
(ii) if less than all the outstanding principal amount of any Borrowing shall be converted or continued, then each resulting Borrowing shall satisfy the limitations specified in Section 2.02(a) and Section 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) each conversion shall be effected by each Lender and the Loans comprising each Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued interest on any Eurodollar Loan (or portion thereof) being converted shall be considered paid by the Borrower at the time of conversion;
(iv) if any Eurodollar Borrowing is converted at a separate time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16;
(v) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurodollar Borrowing;
(vi) any portion of a Eurodollar Borrowing that cannot be converted into or continued as a Eurodollar Borrowing by reason of the immediately preceding clause shall be automatically converted at the end of the Interest Period in effect for such Borrowing into an ABR Borrowing;
(vii) no Interest Period may be selected for any Eurodollar Borrowing that would end later than the Interim Loan Conversion Date; and
(viii) after the occurrence and during the continuance of a Default or Event of Default, no outstanding Loan may be converted into, or continued as, a Eurodollar Loan.
(b) To make a continuation Each notice pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request 2.10 shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy refer to the Administrative Agent of a written Continuation Request signed by the European J.V. on behalf of the applicable Borrower.
(c) Each telephonic this Agreement and written Continuation Request shall specify the following information in compliance with Section 2.02:
(i) the identity and amount of the Borrowing to which that the Borrower requests be converted or continued, (ii) whether such Continuation Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof Borrowing is to be allocated converted to each resulting or continued as a Eurodollar Borrowing (in which case the information to be specified pursuant to clauses or an ABR Borrowing, (iii) below shall be specified for each resulting Borrowing);
(ii) if such notice requests a conversion, the effective date of the election made pursuant to such Continuation Request, conversion (which shall be a Business Day; and
) and (iiiiv) if such Borrowing is to be converted to or continued as a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "Interest Period"with respect thereto. If no Interest Period is specified in any such Continuation Request does not specify an Interest Periodnotice with respect to any conversion to or continuation as a Eurodollar Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's ’s duration.
(d) Promptly following receipt of a Continuation Request, the . The Administrative Agent shall advise each Lender the Lenders of the details thereof any notice given pursuant to this Section 2.10 and of such each Lender's ’s portion of each resulting any converted or continued Borrowing.
(e) . If the relevant Borrower fails shall not have given notice in accordance with this Section 2.10 to deliver continue any Borrowing into a timely Continuation Request subsequent Interest Period (and shall not otherwise have given notice in accordance with respect this Section 2.10 to a Eurocurrency convert such Borrowing), such Borrowing on or prior to the third Business Day preceding shall, at the end of the Interest Period applicable thereto (and does not by such time notify unless repaid pursuant to the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such Interest Periodterms hereof), then such Borrowing shall automatically be repaid at the end of the Interest Period applicable thereto. Notwithstanding any contrary provision hereof, if converted or continued into an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall be continued at the end of the Interest Period applicable thereto as a Eurocurrency Borrowing with an Interest Period of one month's durationABR Borrowing.
Appears in 1 contract
Samples: Senior Unsecured Interim Loan Agreement (Avis Budget Group, Inc.)
Continuation of Borrowings. (a) Each Revolving Borrowing The Borrower shall have an initial the right at any time upon prior irrevocable notice to the Administrative Agent not later than 12:00 Noon, New York City time, three Business Days prior to conversion, to convert the Interest Period as specified in such Borrowing Request. Thereafter, the relevant Borrower may elect to continue such Borrowing, and may elect Interest Periods therefor, all as provided in this Section. The relevant Borrower may elect different options with respect to different portions any EURIBOR Borrowing of the affected BorrowingBorrower to another permissible Interest Period, subject in which each case to the following:
(i) each such portion continuation shall be allocated ratably made pro rata among the Lenders holding in accordance with the respective principal amounts of the Loans comprising such the converted or continued Borrowing, and ;
(ii) if less than all the Loans comprising each such portion outstanding principal amount of any Borrowing shall be considered continued, then each resulting Borrowing shall satisfy the limitations specified in Section 2.02(b) regarding the principal amount and maximum number of Borrowings of the relevant Type;
(iii) reserved;
(iv) reserved;
(v) any portion of a separate Borrowing maturing or required to be repaid in less than one month may not be continued as a EURIBOR Borrowing;
(vi) reserved;
(vii) no Interest Period may be selected for any EURIBOR Borrowing that would end later than the Interim Loan Conversion Date; and
(viii) after the occurrence and during the continuance of a Default or Event of Default, no outstanding Loan may be converted into, or continued as, a EURIBOR Loan.
(b) To make a continuation Each notice pursuant to this Section, the European J.V. on behalf of the applicable Borrower, shall notify the Administrative Agent of such continuation by telephone by the time that a Borrowing Request would be required under Section 2.03. Each such telephonic Continuation Request 2.10 shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy refer to the Administrative Agent of a written Continuation Request signed by the European J.V. on behalf of the applicable Borrower.
(c) Each telephonic this Agreement and written Continuation Request shall specify the following information in compliance with Section 2.02:
(i) the identity and amount of the Borrowing to which such Continuation Request applies andthat the Borrower requests be converted or continued, if different options are being elected with respect to different portions thereof(ii) reserved, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) below shall be specified for each resulting Borrowing);
(ii) if such notice requests a conversion, the effective date of the election made pursuant to such Continuation Request, conversion (which shall be a Business Day; and
) and (iiiiv) the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term "Interest Period"with respect thereto. If no Interest Period is specified in any such Continuation Request does not specify an Interest Periodnotice with respect to any continuation as a EURIBOR Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's ’s duration.
(d) Promptly following receipt of a Continuation Request, the . The Administrative Agent shall advise each Lender the Lenders of the details thereof any notice given pursuant to this Section 2.10 and of such each Lender's ’s portion of each resulting any converted or continued Borrowing.
(e) . If the relevant Borrower fails shall not have given notice in accordance with this Section 2.10 to deliver continue any Borrowing into a timely Continuation Request subsequent Interest Period (and shall not otherwise have given notice in accordance with respect this Section 2.10 to a Eurocurrency convert such Borrowing), such Borrowing on or prior to the third Business Day preceding shall, at the end of the Interest Period applicable thereto (and does not by such time notify unless repaid pursuant to the Administrative Agent that it intends to prepay such Eurocurrency Borrowing at the end of such terms hereof), automatically be converted or continued into an one month Interest Period), then such Borrowing shall be repaid at the end of the Interest Period applicable thereto. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Majority Lenders, so notifies the European J.V., then, so long as an Event of Default is continuing each Eurocurrency Borrowing shall be continued at the end of the Interest Period applicable thereto as a Eurocurrency Borrowing with an Interest Period of one month's duration.
Appears in 1 contract
Samples: Senior Secured Interim Loan Agreement (Avis Budget Group, Inc.)